The last of what's Up There
by CodenameOne
Summary: Two years after the defeat of the Covenant in Equestria life has returned to normal and Lieutenant Robert Crusher is living well in New Ponyville. However, after contact with an Elite team in the Canterlot gem caves is lost Robert and a special team are sent to investigate, and what they find will threaten both Equestria and the sanity of those meant to protect her.
1. Chapter 1: Who they became

**Foreword: hello! And welcome to The Last of What's Up There, the final installment of the Up There trilogy and the last Halo/MLP story I'll ever write(no promises). This story treats the alternate ending of What Else is Up There as canon and will see Robert Crusher and the UNSC embark on another mission to protect Equestria from a menacing alien force. Will they succeed? Or is Equestria finally doomed to succumb to those who would love to see the planet a flaming hellhole with all who inhabit it dead? Only time will tell.**

**Please note this is story three of a trilogy so it is HIGHLY recommended you read the first two stories, Ever Wonder What's Up There and the sequel What Else is Up There before reading this, lest you be spoiled on things that have happened prior to this tale. This story will also follow the schedule of the preceding story, with a new chapter coming out every Sunday, so be sure to subscribe to Story Alerts so you don't miss a beat.**

**Enjoy! And please remember to leave a review/comment**

* * *

**The last of what's up There**  
Written by Codename One**  
**

* * *

"_You ever wonder what's up There?"_

"_Like what?"_

_"Maybe someone up there is wondering what it's like here?"_

_"I guess, Spike. Do you think we'll ever meet them?"_

_"I hope so, Twilight. Do you?"_

_Do you?_

* * *

**Chapter One**  
**Who they became  
**

* * *

**Date: **November 7th, 2555  
**Location:** Land of Equestria  
**Individual:** Commander Robert S. Crusher of the UNSC _Dawn of the Sun_(destroyed.)  
**Time:**7:14PM

"A lot has changed in the past two years. A lot. First of all the UNSC arrived at the planet Equestria two weeks after Captain Mitchell sacrificed himself to destroy the Forerunner Dreadnought, but only one UNSC ship came, the _Infinity_, a massive cruiser and the largest ship ever created by humanity."

"Aboard this ship were the Spartan-IV's, the fourth generation of the Spartan supersoldiers and firm holder of the title of humanity's greatest warriors. The Spartans had always been trained to be the strongest, fastest, smartest, and deadliest soldiers the galaxy had ever seen. With all new training, equipment, and weapons the Spartan-IV's would easily live up to the title."

"With the _Infinity _came Fleetmaster Rala 'Toram's fleet, the Second Fleet of Unified Clarity, and the second-in-command of the fleet, Shipmaster Toro 'Kabak and his assault carrier, the _Solace in Darkness_. With these ships and the personnel aboard Equestria would be one of the most well-defended places in the galaxy."

"Or so we thought."

"You see, something terrible has happened. Something I never thought would've happened in the rest of my days of living. A team of Sangheili were exploring the old gem caves beneath Canterlot in search of Forerunner artifacts after we learned that more were down there. The new leader of Equestria, Princess Mi Amore Cadenza, had told us that one time she was in the caves and had seen very strange things down there."

"So the Sangheili team went in to investigate."

"They never came back."

"Curious, I took a team of Spartan-IVs into the caves to investigate, and what I saw horrified me to a great extent."

"There were obvious signs of a battle, with charred rock, scorched ground, and purple blood all over the floor."

"No bodies were in sight."

"Scratched into a wall with an energy blade were the words 'May the Gods have mercy on your souls.'"

"Proceeding into another chamber we came under attack by the-"

_"Commander! They're here!"_

"Shit! OK, Spike! I'll be there soon!"

"I don't have much time! I'll be broadcasting this message on all frequencies. To whomever finds this; destroy Equestria! Glass it, nuke it, I don't care, just leave nothing alive on this planet!"

_"Robert!"_

"OK! I'm coming!"

"This is Commander Robert Crusher, signing off!"

* * *

**Two months earlier  
**

* * *

**Date:** September 11th, 2555  
**Location: **New Ponyville, Land of Equestria  
**Individual:** Lieutenant Robert S. Crusher of the UNSC _Dawn of the Sun_(destroyed.)  
**Time:**12:06AM

"Hi, Robert, what's up?" Derpy Hooves, a pegasus with a gray coat and blonde mane and tail asked as she stood in the doorway of her home in Ponyville, looking up at the human standing before her.

Derpy was a former Weather Pegasus and survivor of the Covenant Conflict, and one of Lieutenant Crusher's best friends in Ponyville. The two had met at a party celebrating the completion of New Ponyville and the two had hit it off immediately.

Of course the Lieutenant was friends with almost everypony in New Ponyville, seeing as how he was one of the humans that defended Equestria from the Brutes.

He always told the ponies that praised him that Captain James Mitchell was the true hero.

Coming back to the moment Robert looked down at Derpy, smiling and saying "hey Derps, can I come in? Last time we met you said you wanted to talk to me?"

"Of course, come on in" Derpy replied, stepping aside to allow the human access. Lieutenant Crusher entered the structure and Derpy closed the door behind him.

The two hopped onto a couch in the living room and turned to look at each other, Derpy speaking first by saying "I just wanted to thank you once again for everything you've done to help make Equestria a safe place."

"I'm just doing my job, Derpy" Lieutenant Crusher asked with a smile.

"Well yeah, but that doesn't mean I can't thank you for it. I just want Equestria to be safe from those Covenant and you're the dude heading the safety of this land" Derpy explained.

"Well thank you. Is there anything else you want to talk to me about?" Robert said, leaning back in the couch.

"Nope!" Derpy answered, joining Lieutenant Crusher as he got off the couch and headed over to the door, opening it for him to allow him to leave.

"Well I suppose it was nice talking to you, Derps" Robert stated, turning around in the door to face the gray Pegasus.

"Yeah. See ya later, Robert" Derps responded with a smile, nodding to the Lieutenant who turned and walked back into the town.

On his way through the town Lieutenant Crusher looked around at all the changes that had happened during the past two years.

For one there were humans all over the place, although all of them were UNSC soldiers from the Infinity, ensuring that all humans in the town were noble and good-willed people.

In addition to the Marines in the town a UNSC firebase had been built near the town and would allow instant support if New Ponyville ever got attacked.

And with the Infinity up in space around the planet life would be great for the defenders of Equestria.

Before long Lieutenant Crusher had made it across town to the New Ponyville Library, which was built out of the same thing Old Ponyville's library was, a hollow tree.

Stepping into the structure the Lieutenant saw Spike and Twilight sitting on the couch together, cuddled up and looking at something on a UNSC data-pad. Upon entering the building the two looked up and pulled away from each other.

"Uhhh, is this a bad time?" Robert asked, looking back and forth between the two, wondering if he had missed a memo saying they were dating or something.

"No, Spike and I were just looking at some pictures of some old friends. We're not a thing if that's what you were thinking" Twilight Sparkle answered, standing up from the couch and approaching the Lieutenant.

"Good, I would've hated to have missed the update" Lieutenant Crusher stated, closing the door to the Library behind him and sitting down in a chair.

"So how was your day?" the lavender Unicorn asked.

"Pretty good, Twilight. Went out and talked with some Marines in town, talked with the old CMC, then went to go see Derpy. Talked with her a while. I should've asked her about Dinky but I didn't" Lieutenant Crusher answered.

"Dinky's in Canterlot right now I think, I don't remember what for" Twilight said, earning a nod from the Lieutenant.

"OK. But other than that nothing else happened today" Robert stated, leaning back in the chair and relaxing a bit more, taking off his UNSC-issue combat boots and rubbing his socked feet.

"Alright then. By the way, I got a message from the Captain of the Infinity saying he wants to see you ASAP, he didn't say for what though" Twilight told the Lieutenant, who sighed and stood from his chair.

"Alright fine, I'll go do that now" Robert said, opening the door and heading back outside.

It was going to be a long day.

* * *

**Author's Note: oh man, I wonder what Crusher was flipping out about in the opening, right? Don't worry, that will be revealed in due time, and the answer may shock you.**

**So please leave a review/comment, and be sure to check out the new chapter this Sunday. Until then I'll see you starside.  
**

* * *

**Legal Note: **Commander/Lieutenant Robert Crusher, Captain James Mitchell, and all related characters belong to me. Twilight Sparkle, Spike the Dragon, and all related characters belong to Hasbro. Halo belongs to 343 Industries.


	2. Chapter 2: Infinity

**Foreword: riiight, so I realize this chapter is late, and as a result I've decided to abolish the schedule. So this story will be updated whenever my beta-reader reads the new chapters.**

**I've had this idea for a shipfic and it's nagging at me so goddamn hard so I'll write and post that after this story is finished.**

* * *

**Chapter Two  
**_**Infinity  
**_

* * *

**Date:** September 11th, 2555  
**Location:** UNSC _Infinity_, in geosynchronous orbit above Equestria.  
**Individual:** Lieutenant Robert S. Crusher of the UNSC _Dawn of the Sun_(destroyed.)  
**Time:**12:19AM

"You wanted to see me, Sir?" Lieutenant Crusher asked as soon as he stepped before the Captain of the _Infinity_, a respectable man named Andrew Del Rio, saluting the man of higher prestige and not dropping his hand until the Captain had returned the salute in full.

"I did. For a year and a half I have sat in this system, learning much about the Equines on the surface and reporting it back to ONI and the UNSC. However, I have received new orders from HighCom; the _Infinity _is to return the Oort Cloud at the edge of Sol to begin the training for the next batch of Spartan-IV supersoldiers" Captain Del Rio explained.

"I understand, sir" Lieutenant Crusher replied, nodding.

"There are a few things before I leave, though. You'll need to be refitted with modern weapons and armor, and meet up with a special team that I've deployed to the planet's surface, in the town of New Ponyville" the Captain stated.

"Understood, sir."

"One more thing, Lieutenant Crusher. Or should I say Commander Crusher?" Del Rio asked, fishing into his pocket and handing over a tiny cardboard box.

Robert opened the box and saw the gold maple-leaf of UNSC Commander, pulling it out and looking it over.

Robert looked up at the Captain who merely nodded, confirming that this was all real.

"Thank you, Sir" Commander Crusher said, saluting the Captain who returned the salute before turning back to look at his command board.

"You're welcome, Commander. Dismissed" Captain Del Rio declared.

* * *

Stepping into the armory of the _Infinity _Commander Crusher was quite impressed with the entire stock; many weapons looking very familiar but only at the base of appearance. Most of the weapons had new aesthetics, integrated attachments, or ergonomics.

Having placed his MA5C in one of the crates labeled 'obsolete' Commander Crusher approached the racks of battle rifles, pulling one out and looking it over.

The weapon still looked like a battle rifle in the basic layout of one, but sported an all new appearance, with a more brushed steel frame interspersed by black polyesters and a more comfortable hand and pistol grip. Written on the side of the weapon, above the trigger and selector switch, was BR85HB-SR.

Hefting one of the magazines the Commander fully loaded it with the BR standard round, the 9.5mm round and inserted it into the magazine housing, racking the charging handle and watching the digital display change from 00 to 36 with + 0 displayed in smaller font below.

Curious about this Commander Crusher removed the current magazine and loaded another fully loaded one into the housing, watching the counter change from 36 + 0 to 36 + 1.

_The display now checks one in the chamber? Nice. Only took them over a hundred years to integrate this feature_the Commander thought.

Next he moved on to the pistols and saw that they were just like his current M6G/B except for updated appearance.

No reason to switch.

Moving on to the assault rifle section Commander Crusher pulled out the weapon, reading MA5D written on the side above the trigger and selector lever.

The MA5D seemed almost exactly like the MA5C except for updated trigger and pistol grip ergonomics, as well as an updated cheek rest.

It looked very comfortable to hold, and a quick look at one of its magazines confirmed its capacity; 32 rounds.

"Well I guess we'll see how much more accurate you are over the MA5C" Crusher stated, grabbing the MA5D and loading a magazine.

* * *

After a quick test in the armory's firing range Commander Crusher had decided to go with the MA5D as his choice of primary weapon.

After the test he had boarded a Pelican drop-ship and returned to New Ponyville where he then proceeded to the town Library, where he sort of lived.

_It's complicated_the Commander thought as he entered the structure, unprepared for what he saw when he did so.

Standing in the middle of the foyer, being barraged with a cacophony of questions from a group of Schoolfoals, were five Spartan-IV supersoldiers.

Upon seeing the Commander the Spartans gently pushed the foals aside with their feet and approached the naval officer, saluting the Commander who then returned the gesture.

"Petty Officer Second Class Wilhelm-035, reporting" the Spartan said to the Commander, who closed the door to the library.

"Welcome Spartan, I take it you and your team are the special team that has been assigned to me?" Crusher inquired.

"Correct, sir. Captain Del Rio has assigned us a special mission; search the old gem caves in the mountain Canterlot is built on to look for possible Forerunner artifacts. A Sangheili team will head in first as they're the most familiar with the Forerunners. After they discover any artifacts we will head in behind them to secure these artifacts for return to the UNSC" the Spartan explained.

"Do the Sangheili know about that last part?" Commander Crusher asked, folding his arms over his chest.

"Captain Del Rio has promised us that the Sangheili will get their fair share of Forerunner technology" the Spartan answered.

"Good, I'd hate for the Sangheili to come kick us on the playground because they didn't get a big enough slice of the pie, if you know what I mean" Robert said.

"Yes, sir" Spartan-035 replied.

"You understood that analogy?" Commander Crusher asked, confused. All Spartans he'd dealt with in the past understood almost no analogies and jokes due to their limited exposure to pop culture.

"I wasn't always a Spartan, Commander. I used to be Staff Sergeant Wilhelm Gruber of the 77th ODST Division" Wilhelm replied.

_These new Spartans are volunteers from UNSC Special Forces and not abducted children? Interesting _Commander Crusher thought.

"Well carry on, Spartan" Crusher ordered, receiving another salute from the Spartan who then looked back at his comrades.

"Spartan Group Alpha, move out" Wilhelm commanded, stepping past the Commander along with his squad as they all headed outside.

The school foals all filed past in cautious pursuit of the Spartans, one of the last colts to head out saying "I wanna be a Spartan when I grow up."

Commander Crusher smiled at this before stepping into the library proper where he watched Twilight flop onto the couch in exhaustion.

"Rough day?" the Commander asked as he approached the couch, sitting down next to Twilight and massaging her back.

"Ooooohh, yes Robert" the lavender Unicorn answered his question, moaning happily as the human worked her back over like a seasoned veteran of massages.

"Hey Twilight, listen; I've been assigned a very important mission by the _Infinity_. Captain Del Rio believes that there are more Forerunner artifacts to be found in the old gem caves beneath Canterlot and has ordered me and a team of Spartan-IVs to look for these artifacts. We'll be sending in a team of Elites first but the point is I'll be out of town for a few days next week, OK?" Robert said to the Unicorn.

"Uuooghh, s-sure thing, Rob" Twilight moaned, a blush coming to her and Robert's faces.

After about fifteen minutes the massage had finished with all the knots and tensions worked out of Twilight's back, the Unicorn herself however was mostly a melted pool of bliss.

She had been so relaxed that she fell asleep.

"Sleep tight, Twilight" Commander Crusher whispered as he draped a blanket over Twilight, heading out of the library as quietly as possible as he prepared to head out to the nearby UNSC base.

This mission was going to be easy.

* * *

**Author's note: Sure it will, Robert.  
**

* * *

**Legal note: **Commander Robert Crusher, Petty Officer Second Class Wilhelm/Spartan-035, and all related characters belong to me. Captain Andrew Del Rio belongs to 343 Industries. Twilight Sparkle and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i.


	3. Chapter 3: Awakening

**Foreword: so I got into a Brony server in Battlefield 3 last night; NEVER AGAIN! Brony servers are the WORST fucking things ever! Those players give this fandom SUCH a bad name.**

**And I got my first ever MOAB in MW3 in a free-for-all, which I know doesn't really mean anything but it was still cool.**

**Onward.**

* * *

**Chapter Three**  
**Awakening  
**

* * *

**Date: **September 11, 2555  
**Location: **Royal City of Canterlot, Kingdom of the Equines, Land of Equestria.**  
Individual: **Shipmaster Toro 'Kabak of the CCS-class battlecruiser _Solace in Darkness_, Second Fleet of Unified Clarity.**  
Time: **1:05*PM

"Princess Cadenza, is this the entrance to the gem caves?" Shipmaster 'Kabak asked as the ruler of Equestria escorted them through an old part of Canterlot Tower, guarded by two Royal Guards.

"Yes, this should lead you right into the caves. The caves are mostly mapped except for a door-like structure with a strange symbol on it that I saw when I was imprisoned down there. And please, call me Cadence" the Princess requested.

"Whatever. Brothers, let us go" the Shipmaster said as they approached the entrance, the guards opening the doors for them and sealing them shut behind the Sangheili.

"My blade shall light our path, though such a purpose will yield no honor" Shipmaster 'Kabak stated as he activated his energy sword and used it as a torch to guide their way through the caves.

Along the way Toro 'Kabak looked at a crude map Princess Cadence had given them as they searched for the spot that was marked as the location of the strange door. While making their way through the caves they spotted some strange things like a blocked path that had a patch of dried blood and shrivelled pulp.

"What happened here?" one of the Shipmaster's subordinates wondered aloud, with none of the other Sangheili offering an answer.

Sometime later they reached a part of the caves that was drawn on the map with a giant circle, marking the spot a Forerunner Dreadnought had once occupied before the Jiralhanae took it.

They didn't own it for long.

"We are close" Shipmaster 'Kabak announced as they all continued on their way, circling around the massive cavern and pit until they reached the other side, which was where the strange door was supposed to be.

They eventually reached it and looked around for some way to open the door, with little to no luck. They tried pulling it open, kicking it down, and looked for a possible switch or other mechanism to no avail.

Finally the Shipmaster took a closer look at the door and saw a small but deep hole in the center of the strange symbol Princess Cadenza had mentioned.

"Princess Cadenza, we have found the door. However it would seem as though it requires a Unicorn horn to open" Toro declared over the radio.

_"OK, I will be there shortly. And PLEASE call me Cadence" _the Princess responded.

"I will do no such thing; it is disrespectful to your name and would dishonor mine" Shipmaster 'Kabak told her, switching the radio off.

He was about to turn and face his Sangheili brothers when a flash of light signalled the arrival of Princess Cadenza, who approached the door quick-like.

Princess Cadenza gently inserted her horn into the hole and channeled a magic spell through it, causing the symbol to flash orange and the door to slowly open as she pulled her horn back.

The door soon finished opening and they all gazed inside, the Sangheili tensing up and raising their weapons slightly as they expected a swarm of Parasites to come flooding out.

No such thing happened, and in fact all that could be seen beyond the door was nothing but pitch darkness.

"I can't see anything. Hold on, I'll conjure a light spell" Cadenza announced, channeling magic to her horn to cast a bright light.

The Princess looked into the room beyond the door and started to step forward, the Sangheili cautiously taking several steps forward.

"Why go through all this trouble to seal up a room if it holds naught but empt-" Cadenza started to say, cut off when an orange lance streaked out of the dark and struck her, vaporizing her entire body instantly.

"BY THE GODS!" Shipmaster 'Kabak bellowed as he leaped back, raising his energy sword up as he prepared to slash anything that came out of the room.

Nothing happened.

"What in the name of the Gods is happening here? Princess Cadenza was vaporized, but by what?" one of the Sangheili asked.

"Perhaps she was not vaporized but rather teleported?" another suggested.

"Did you not see her you blind fool? She disintegrated until she was naught but air. There is definitely something in there that someone went through a lot of trouble to keep locked away" Shipmaster 'Kabak declared as he approached the open door, keeping his energy sword ready to strike.

The Sangheili Shipmaster was about to try and close the door when one of the orange beams lanced out and struck his shields, frying them instantly. Toro 'Kabak leaped back as another lanced out, just barely missing him.

"Fire! FIRE!" the Shipmaster thundered, drawing his plasma pistol out in his left hand and opening fire as the rest of the Sangheili unleashed with their plasma rifles.

Suddenly a monstrous creature leaped out of the darkness, brandishing some kind of blade in its left hand, growling and shrieking violently at the Sangheili before charging directly for the Shipmaster.

"What in the name of the Gods is that?" one of the Sangheili yelled as he unleashed both of his dual plasma rifles at the creature.

"Wait! STOP!" Toro commanded, ordering his brethren to stop firing as the monster slowed down, confused by the Sangheilies' actions.

'Kabak had an idea.

The creature cautiously approached the Shipmaster with heavily plodding steps, keeping its bladed arm at the ready.

The monster was very large, about as large as the eight-foot tall Shipmaster, with four upper limbs and two legs. It sported some kind of armored mask that was very similar to the faces of the helmets issued to Spec-Ops Sangheili. The creature was primarily black with orange lights all over it and several symbols.

The monster looked the Shipmaster over before looking back up into his eyes, the mask of the creature flying open as it roared at him, its face looking like a human skull had been lit ablaze.

The demon leaped backwards and sealed its mask again, raising its blade and charging for the Sangheili once again.

"FIRE!" Shipmaster 'Kabak demanded, blasting his plasma pistol at the monster while keeping his energy sword at the ready.

The demon leaped at 'Kabak and swung its blade down for him, the blow blocked by the Shipmaster's energy sword. With the monster's blade blocked the Shipmaster stuck his plasma pistol against its body and overcharged it, releasing the giant blob of plasma directly into its stomach which caused it to stagger back and disintegrate into the air.

"What is with these things and disintegration?" Shipmaster 'Kabak wondered aloud, returning his plasma pistol to its spot on his thigh.

"Seal the doors, now!" Toro 'Kabak barked, keeping his energy sword activated in case more demons came out.

Two of his Sangheili stepped forward and prepared to force the doors closed when more demonic roars shouted and both were blasted by the orange beams.

All hell broke loose at that moment.

Dozens of the monsters came pouring out of the room, brandishing the large blades and rifles that beared resemblances to Forerunner weapons the Sangheili had seen before.

The rest of the Sangheili opened fire as the monsters swarmed them, disintegrating many of them with just a few shots of their weapons while their blades swung for the others, including Shipmaster 'Kabak.

'Kabak raised his plasma pistol to fire it and watched as one of the monsters slashed the weapon in half with its blade, immediately trying to swing and decapitate the Shipmaster.

Toro 'Kabak ducked and swung his sword, bisecting the demonic creature.

The Sangheili looked over and saw one of his brethren dumping his dual plasma rifles into the demons, staggering back when one of the blade-wielding monsters dropped in front of him and speared him through the chest.

Shipmaster 'Kabak looked back at the door and saw one of the demons come out with two of their swords, eyeing 'Kabak directly and roaring at him, its mask flying open to expose its face just as the first one did.

Toro readied his energy sword when suddenly the creature teleported in several different directions before appearing directly in front of him, clubbing him with the side of its blade and ramming him with its shoulder.

The Shipmaster looked up and saw that the rest of his team had been killed, leaving only him to deal with the monstrous creatures.

'Kabak looked up as the blade-wielding demon he'd been fighting for the past five minutes rushed for him as his silently-proclaimed nemesis.

The monster reached the Shipmaster and swung his blade, missing the strike and receiving a swing across his mask from the Sangheili's energy sword that left two deep gouges in the mask.

Suddenly the creature disappeared prompting Toro to whip around, coming face to face with the demon who then speared him through the stomach with its blade.

Still on the blade Shipmaster 'Kabak was slammed into the ground and pinned there with the sword, watching as the monster that defeated him snatched his helmet off and attached it to its shoulder as some kind of trophy.

The monster then took the Shipmaster's energy sword and carved the words 'May the Gods have mercy on your souls' into the wall before grabbing one of the beam weapons from its comrade, firing it into the Shipmaster which vaporized him instantly.

* * *

***This is a seven reference, as if you didn't already know.**

**Author's note: Just four months until Halo 4 comes out; I'm excited.  
**

* * *

**Legal note: **Shipmaster Toro 'Kabak and all related characters belong to me. Princess Mi Amore Cadenza and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	4. Chapter 4: From darkness

**Chapter Four**  
**From darkness**

**Date: **September 11th, 2555  
**Location: **Town of New Ponyville, Land of Equestria, Equestrian star system**  
Individual: **Commander Robert S. Crusher of the UNSC _Dawn of the Sun_(destroyed.)  
**Time: **2:30PM

"One spoon or two, Twilight?" Robert asked, poking his head out of the kitchen to look at the lavender Unicorn who was sitting on the couch as usual, having woken up from her nap and started some afternoon reading.

"Oh, two spoons will be fine. Don't forget the cream, Rob" Twilight answered, looking up from her book and giving the Commander a smile.

"Sure thing, Twi" Robert replied, ducking back into the kitchen and pouring the sugar and cream into the coffee cup and stirring until it was well-mixed.

Commander Crusher brought the cup out and set it onto the nightstand next to the couch, taking a seat on the couch next to Twilight afterwards, leaning back against the armrest with a cup of his own coffee.

He was looking at the Unicorn, and she quickly took notice of such.

"W-what?" Twilight nervously asked, taking a sip of her coffee and looking back at Commander Crusher, who was swirling the coffee in the cup around by shaking the mug a little.

"I just want to talk...about you and me" the Commander told her, not looking up from his coffee. It almost seemed like he was afraid to look into Twilight's eyes.

"OK, what exactly do you want to talk about between us?" Twilight inquired, staring directly at Commander Crusher.

"Well, it's just...we've known each other for a long time and I was just wondering if you'd maybe...want to go-"

The Commander was cut off when the front door to the library flung open, with the heavy thump of footsteps following it.

_Fucking interruptions. This better be good _Commander Crusher thought as he looked over his shoulder, seeing Spartan-035 approach the couch and stop before it and the two sitting on it.

"Sir, contact with Shipmaster 'Kabak and his team has been lost" the Spartan declared, prompting Robert to stand up from the couch immediately setting his coffee aside almost forcefully.

"What? Shit... Twily...er, I mean Twilight, I'll be back later; gotta go see what Shipmaster 'Kabak and his team are doing" Robert said, a blush coming to his face at calling Twilight by her pet name.

"S-sure thing, Rob. See ya later" Twilight said, smiling at the Commander as he and the Spartan left the building, heading for the Pelican that would take them to Canterlot.

* * *

"This is the entrance?" Commander Crusher stated as he approached the entrance to the old gem caves in the mountain Canterlot was built on. The doors guarded by two Royal Guards, who opened the doors as the Commander and his Spartan team approached.

The guards sealed the door behind them and they all turned their lights on, making sure the cave was clear before Robert turned to face the Spartans.

"Stay sharp; pretty sure this is just a case of bad radio but we can't be sure, the Sangheili were looking for Forerunner artifacts after all" Robert stated, shouldering his MA5D and proceeding down the cave with the Spartans in tow.

They quickly made their way through the caves with the admittedly limited knowledge the Commander had of the caves, having come through them two years ago with Captain Mitchell to investigate the thing the Brutes had discovered underneath the mountain.

Soon reaching the spot the Sangheili were to investigate Commander Crusher had to wonder: what the hell happened here?

Purple blood, scorched rock, and charred ground were all around, along with plasma weapons and the hilt of Shipmaster 'Kabak's energy sword.

"Commander" Spartan-035 exclaimed, prompting Robert to look over at the Spartan who jerked his head at the wall next to him, shining his flashlight on it.

Carved into the wall were the words 'May the Gods have mercy on your souls'.

"I have a bad feeling about this" Commander Crusher stated, looking around for any signs of bodies and saying "we need to get out of here."

"Sir, there's a door" Wilhelm-035 stated, nodding his head at the open entranceway on the other side of the room.

"Shit. Toss a flare in there, maybe the Sangheili went in there" Robert said, keeping his MA5D trained on the blackness beyond the door.

A Spartan popped a flare and tossed it in, with barely any effect on the darkness of the chamber beyond.

"That didn't quite go as I wanted it to."

Suddenly there was a loud stomp and the flare went out, replaced by the darkness once more and leaving the humans wondering what had smashed the flare.

"Sir, look there. Lights" Spartan-035 stated, pointing into the darkness at the formation of lights that was standing where the flare was. The lights were few and didn't seem to form anything in particular apart from a few lines and two oval shapes high up.

Suddenly the glowing form of a human skull appeared with a demonic roar, with some kind of other light appearing next to it in the shape of a blade.

"Shoot it! Shoot the fucking thing!" Commander Crusher ordered, shouldering his MA5D and opening fire just below the glowing roaring face.

Their combined fire quickly caused what ever the creature was to disintegrate in a slow storm of embers.

"Seal those doors, now!" the Commander ordered, reloading his assault rifle while the Spartans stepped forward towards the entrance way.

Before they could reach it however dozens of strange and demonic creatures came pouring out of the darkness, brandishing large blades and strange rifles.

"Shoot them!" Robert commanded as the demons thundered out of the darkness, firing orange beams at the humans and roaring.

"Fall back, now!" Robert yelled, turning tail and sprinting back the way they came with the Spartans close behind, the demons chasing them all the way.

"We need to hold them off once we reach the entrance to the caves so we can close them before they escape!" the Commander declared.

At full speed they quickly made their way back to the tunnel that stretched to the surface, which was a 300 meter dash to freedom.

"Come on!" Crusher shouted, not breaking his stride as he sprinted up the tunnel as small explosions from the orange beams striking the walls rocked all around them. The Spartans were turning and firing while still firing, the demons were blasting at them, and the exit was getting nearer every second they ran.

It would be quite the task to hold off the demons while they sealed the doors.

"Spartan-035! Go on ahead and smash those doors open!" Commander Crusher ordered, turning and running backwards and firing his MA5D full auto at the monsters behind them.

"Yes, Sir!"

The Spartan broke into a dead-on sprint and smashed into the steel-reinforced wood double doors at full speed, smashing them open and causing the two Royal Guards to ready their battlestaffs at the loud noise.

The rest of the Spartans and Commander Crusher came rushing in, immediately spinning around and crouching on one knee, the Commander barking "SHUT THE GODDAMN DOORS!"

The Unicorn guards immediately complied and moved into position to close them, channeling their magic to push the heavy doors.

They were stopped when one of the demons slammed its shoulder into one of the doors, knocking the guard down and sticking its rifle into his face, pulling the trigger which caused the Unicorn to evaporate into thin air.

The other guard was decapitated by a blade.

"FUCK! Toss grenades!" Robert ordered as he dropped an empty magazine from his assault rifle and reloaded.

The Spartans all tossed a single frag grenade and the demonic creatures erected thick blue shields around them, protecting them from the explosions.

Commander Crusher stood and began sprinting away with the Spartans in tow, the demons firing hundreds of orange beams at them.

Suddenly there was a tremendous explosion which caused a wall to be blown open, prompting the Commander to look over his shoulder and see some kind of demon wielding a rocket launcher-style weapon.

As the humans neared the doors that led into the main foyer of Canterlot Tower a large orange blob streaked over them, impacting on the doors and blasting them into millions of little toothpicks.

The many ponies in the foyer looked over in shock as the humans came sprinting at them from the hall.

"RUN! FUCKING RUN, GODDAMNIT!" Robert screamed.

The ponies did as told and fled, the humans never breaking stride as they exited the Tower and emerged into the streets of Canterlot.

"Beta-669, this is Commander Robert Crusher, we need evac RIGHT FUCKING NOW!" Robert bellowed over the radio to the Pelican that had brought them to Canterlot, which was still in the Royal City.

_"Sir? What's the situation?" _the pilot asked, very confused.

"Don't ask any fucking questions, just DO IT soldier!" Commander Crusher yelled.

_"Yes, sir. I'm on my way!"  
_

* * *

Twilight Sparkle stepped out onto the second floor balcony of the New Ponyville library, smiling happily at the beautiful day that had been bestowed upon Equestria. The sun was shining, the air was cool and crisp, and life was happy for all in the town.

It was perfect.

Of course, there were dark moments where Twilight began to fear for Equestria for thinking these things, as every time she's thought life was perfect a bloodthirsty alien race came down and began a crusade of genocide against Equestria.

_And it all started twenty-some years ago with Shipmaster Thar 'Saramee. Thar, who was the first alien I had ever met. Thar, who was so eager to learn about us. Thar...who became engulfed in the flames of fury when he learned that humans were also in Equestria. If the humans hadn't shown up would things have gone differently? Would Thar 'Saramee still be alive and friends with us? Would my old friends still be alive?_

Twilight didn't know, she would never know. She could never know.

All she could do was hope the future would be bright and that future generations would never have to live in fear of the Covenant.

_I wonder how Commander Crusher is doing right now _Twilight thought, looking over at Canterlot in the distance. New Ponyville was built on the other side of the Whitetail Woods, about two miles from the spot Old Ponyville used to occupy, the land there still being charred glass.

Twilight didn't want to think about it, and instead decided to take a look at Canterlot with her telescope; strange things in the far city was catching her eye.

Taking a look through the telescope Twilight saw a UNSC Pelican swoop in over the city, firing its 70mm chain gun into the streets. Explosions rocked all around the Royal City and Canterlot Tower was already burning.

_Wha-? OH NO! PLEASE NO! NOT AGAIN! _Twilight's mind was screaming; she could _not _survive another conflict of pain and suffering.

_Where are the things the UNSC are fighting? I don't see any- Oh no, don't tell me the humans are the ones attacking us _the lavender Unicorn thought.

She rejected that last thought almost violently; the humans would NEVER turn on the ponies.

_But where are the enemies then?_

Suddenly the top of Canterlot Mountain detonated in a massive fireball that incinerated the tallest of Canterlot's buildings and raining chunks of the mountain down on the Royal City.

From inside the mountain came a gigantic spherical thing covered in orange lines that glowed violently against its black surface. The massive sphere scanned Canterlot with an orange wave of light that covered the entire city.

It was clearly _not _of Covenant design.

Suddenly Canterlot was vaporized instantly along with all of its inhabitants, the entire city disintegrating in a storm of embers that soon dissipated, leaving absolutely no evidence a city ever stood there.

Canterlot was _gone._

And if they couldn't organize a suitable defense, all of Equestria would follow suit.

* * *

**"I have long dreamt of this moment, Reclaimer."  
**

* * *

**Legal Note: **Commander Robert Crusher, Spartan-035, and all related characters belong to me. Twilight Sparkle, Princess Mi Amore Cadenza, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	5. Chapter 5: Survivors

**Foreword: sorry this chapter took so long to post, my beta-reader was being a special-ed kid.**

**Onward!**

* * *

**Chapter Five**  
**Survivors  
**

* * *

**Date: **September 19th, 2555**  
Location: **Somewhere in the Land of Equestria, Equestrian star system**  
Individual: **Commander Robert Crusher**  
Time: **9:15AM

"We went to New Ponyville, Sir; there was nothing there. The entire town had been disintegrated just like Canterlot" Spartan-035 told Commander Crusher who was resting at UNSC Firebase Delta, which was seven miles from Barklin and 4 from the Great Crater*.

"Damn. I hope they got out OK" the Commander said, rubbing at his temple as he looked over the video feed from an unmanned drone that was currently watching the mountain Canterlot had been built on, keeping its camera trained on the giant sphere that was hovering above the mountain.

_What the hell is that thing _Robert thought before turning away from the feed-screen to face Spartan-035. "We need to organize a search and rescue party for any possible survivors of New Ponyville."

"Sir, with respect, but I don't believe anyone survived the destruction of New Ponyville" the Spartan leader stated.

"Organize the search party, Spartan. That's an order" Commander Crusher declared, stepping away from the table and heading outside into the cool morning air.

_Please be OK, Twilight Sparkle _Robert mused as he stared out across the landscape of Equestria.

_What the hell were those things that attacked us? I've never heard nor seen anything like them before. Were they long-lost Forerunners? New Covenant? Or something else entirely...?_

"Sir! Come quick, there's something you need to see!" a marine suddenly shouted as he approached the Commander, interrupting his thoughts and prompting him to comply and follow the marine to the front gate of the base.

Screaming at the top of her lungs in anger and causing magic to swirl around her horn was Twilight Sparkle, her eyes glowing white as she demanded the gate be opened.

Upon seeing the Commander approaching Twilight let off her magical build-up and smashed the gate open, causing all Marines on scene to point their weapons at her and yelling at her to stand back.

"Stand down, Marines!" Commander Crusher shouted as he approached Twilight Sparkle, who was carrying Spike on her back. The both of them were dirty, ragged and covered in cuts and bruises.

"Twilight, what are you-" Robert tried to ask, cut off when Twilight let off a force-blast spell right into the human's stomach, knocking him on his ass and causing the nearby Marines to grab her in an attempt to restrain her.

"YOU ABANDONED US! YOU LET ALL THOSE PONIES IN PONYVILLE DIE! SPIKE AND I JUST BARELY GOT OUT ALIVE YOU **JERK!**" Twilight screamed to the high heavens.

"What? Didn't the Marines at the nearby Firebase help you, like I ordered them to?" Commander Crusher inquired, confused and a little miffed at the lavender Unicorn for hitting him with that magic blast.

"NO, THEY DIDN'T!" Twilight shouted, black smoke literally rising off her body.

"Fuck. Will someone call Firebase Bravo and ask them what they fuck they were doing instead of evacuating New Ponyville?" Robert asked.

Just then Spartan-035 walked up and said "Sir, take a look at this; it's a recording from one of our drones that patrolled the area after the destruction of Canterlot."

The video was a nightmare; showing the Marines of Firebase Bravo sloppily defending the base as the strange creatures swarmed over the base. Dozens of Marines vaporized by the orange beams and many more slashed in half by the blades. Fires raged, corpses littered the ground, and whole buildings fell apart like wet cardboard in a wind tunnel.

It was hell.

Angered by the loss of the base and the confusion still following him over the mysterious demons Commander Crusher showed the video to Twilight and said "look! They didn't help you because they were fucking dying!"

Undaunted, Twilight looked up at Robert and shouted "you still should've helped us! YOU could've come in your drop-ship and gotten us out of there!"

"The Pelican can only hold a max of fifteen people, Twilight! At the very MOST 25 ponies would fit in it but ONLY after we remove the seats. Plus there was that goddamn sphere thing floating around. I COULDN'T HELP YOU! WE HAD TO GET THE FUCK OUT OF THERE!"

"YOU'RE A COWARD, ROBERT!" the lavender Unicorn screamed in pure fury.

"That's ENOUGH! SHUT UP! SHUT THE **FUCK **UP! Spartans, get Twilight out of here right now! Take her and Spike to the fucking barracks and lock the door but make sure they both have proper provisions! I'll deal with her later" the Commander yelled, turning away as the Spartan team dragged the two away with the usual screams of protest.

Spartan-035 stayed behind to talk to Robert, coming up next to him and asking "Sir? What should we do about Firebase Bravo?"

"Firebase Bravo is toast, Spartan. I'm going to try and get the _Infinity _back here but in the meantime we'll need to organize all UNSC bases in Equestria to form a proper resistance against those fucking things" Commander Crusher answered.

"Yes, Sir" the Spartan replied.

"Will there be any more questions, Spartan?"

"What are we going to do about the civilians? You saw the way the female was behaving?" Spartan-035 inquired.

"I will deal with her, Spartan, do not worry."

* * *

Commander Crusher stepped to the side as a chair came flying his way, launched at him by Twilight Sparkle's magic. Immediately entering the room the unicorn had thrown the furniture at him, her rage still a blazing inferno.

"Knock it off, Twilight Sparkle!" the Commander demanded as he approached the lavender Unicorn, who stopped throwing things but still stood with her legs apart and snorting angrily.

"I know you're angry, Twilight, but I am not the one to be angry at. If you wanna vent your anger do it on the things responsible. I've thought it over and I've decided that we're immediately gonna go on the offensive against these strange things" Crusher explained to Twilight.

For a moment neither of them said anything, with the Commander just standing over the Unicorn and the Unicorn merely staring down at the floor.

Twilight was about to either say something to Robert or hit him when she looked over to the right and saw Spike huddled up on bed, his eyes darting back and forth between the human and the pony. Twilight knew he was disturbed from what they experienced back in Ponyville and knew he was afraid of Twilight's fury, despite it not being directed at him.

"I... Just go" was all Twilight had to offer in reply to what the Commander said, promptly turning and trotting over to the bed where she cuddled up with Spike to comfort him.

Commander Crusher turned and left them in the barracks, heading back outside where he found Spartan-035 waiting for him.

"How are they?" the Spartan asked.

"Disturbed, clearly. Spike, the dragon, looked as if he was about to snap and try to slit his own throat. The Unicorn, Twilight, is obviously afraid for Equestria and she looks as if she's fast approaching the brink" Robert Crusher answered.

"I hope they'll be OK" Spartan-035 stated, looking past the Commander into the barracks where he saw the two civilians huddled together on a bed.

"Me too, Spartan" Commander Crusher replied, looking back into the barracks before he cleared his throat and said "Spartan, notify the base, we're going on the offensive against these fucking things."

"Our drones have reported that they're about to descend upon the nearby town of Trottingham, I suggest we head there first, Sir" the Spartan said.

"Of course, Spartan."

* * *

***This is a reference to one of my other stories, titled 'He came from Space'.**

**Author's note: this story is coming along nicely. It's a little choppy, I feel, but still nicely. I just finished chapter 7 and it's AMAZING.  
**

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Twilight Sparkle, Spike the Dragon, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	6. Chapter 6: Surprise

**Chapter Six**  
**Surprise**

**Date: **September 19th, 2555  
**Location: **Firebase Delta**  
Individual: **Commander Robert Crusher**  
Time: **2:47PM

"I'm sorry" were the first words out of Twilight Sparkle's mouth when Commander Crusher entered the barracks where Twilight and Spike were still resting. The Commander had gone in there to bring the two of them some food and to maybe talk with them a little.

"I forgive you" Crusher replied as he reached the bed, sitting down on another bed next to it and placing the food tray on Twilight's bed, leaning back and propping himself up with his arms.

Twilight brought the food closer to herself and began to eat, moving a little daintily so as not to wake Spike who was asleep cuddled next to the Unicorn.

Twilight looked down at the baby dragon after she saw Robert staring down at him sadly; love and motherly protection were in the eyes of the lavender Unicorn.

"He's all I have left now. My friends are dead, my parents and brother are probably dead... Spike is all I have left, Commander" Twilight said, Robert's ears perking up when he heard her call him by his title and not name.

"I'm sorry, Twilight, but don't worry; we'll keep Equestria safe" Commander Crusher told her.

Twilight looked up, stared dead straight into Robert's eyes, and said "will you really keep us safe? Will we all be safe? _Can _we all be safe?"

Robert sighed and said "no, not all of you, but I promise that Equestria will survive this conflict, just like the last two."

"Equestria may survive, but will her soul? How many more ponies are gonna die, Commander? How many more are gonna suffer? How many more will beg and plead for their lives only to be smashed to death by those who laugh at our pain? How many little colts and fillies are going to brutally slaughtered in front of their mothers? How many-" Twilight started, cut off when Robert shushed her.

"That's enough, Twilight. Not many more are gonna suffer, I promise" the Commander told her.

"Can you keep that promise?"

Commander Crusher had nothing to offer in reply.

"I thought so. So what happened, in those caves? Did you find the Sangheili team?" Twilight inquired.

"No, we didn't. All we found was some blood and a grim message scratched into the wall" Robert answered.

"What did it say?" the lavender Unicorn said.

"'May the Gods have mercy on your souls'" Robert replied.

Silence reigned dominant in the air for several moments.

"Wow...that's..." Twilight started, unsure of what she should even say. For a while the two remained silent while they mused over their respective thoughts.

Finally Robert broke the silence by clearing his throat and saying "so, when we finally do defeat these things who will lead Equestria? I'm not sure Princess Cadenza made it out of Canterlot?"

"Oh, you can just refer to her as Cadence, and as for who will lead I'm not sure; I guess we'll cross that bridge when we get to it, huh?" Twilight said.

"I guess so, Twilight" Robert replied as he stood up, preparing to leave the barracks so he could get back to work planning the counter-attack against the mysterious creatures that have attacked them.

"I gotta go, Twilight. Take care, all right?" Commander Crusher stated.

"Sure thing, Commander" the Unicorn responded.

Robert stood and approached the door, stepping outside and heading across the base to the command center.

As he approached the structure he heard a faint noise and perked his ears back involuntarily, looking behind himself where he saw the black sphere from Canterlot Mountain soaring steadily toward the base.

"Oh shit" Commander Crusher declared before rushing into the command center, putting the base on full alert before heading back outside where he found his Spartan-IV team about to enter the building.

"Mobilize the Scorpions and put them at the front line of defense. Have the Warthogs back them up and rally the Marines. We can NOT afford to lose this base!" the Commander declared.

He was about to head back to the barracks to warn Twilight when the sphere arrived above the base, depositing thousands of the demons into the base who immediately opened fire on any and all humans they saw.

The Scorpions opened fire on the black sphere with almost no effect, receiving an orange blast in return from the sphere which vaporized all the Scorpions instantly.

_It's unstoppable _Robert thought as he stared at the black sphere.

Suddenly there was a loud scream and the Commander looked over, watching as the demons dragged Twilight Sparkle out of the barracks toward the sphere.

"Shit. Spartans, stop them!" the Commander ordered, Spartan-035 and his team immediately complying and jumping into action while Robert ran into the barracks to check on Spike.

He was huddled in a corner and a demon with a Sangheili helmet on its shoulder standing over him, roaring in his face and raising its sword up to strike him.

"HEY!" Robert called out, earning the attention of the demon who stalked over to him and rammed its shoulder into the human, knocking him to the floor.

Robert took aim with his MA5D and was about to fire when the demon slashed the weapon in half with its sword, grabbing the human by the collar of his shirt.

The demon's mask opened revealing the same hellish human skull from before, bringing Robert closer to it and whispering "we are the Prometheans. I am the Prisoner of Equestria. We have all long dreamt of this moment, Reclaimer."

"What the fuck...?" Commander Crusher said as he stared into the face of the demon, the Promethean.

It dropped the human to the floor and walked over him, approaching the door. "If you want your Unicorn back you will come to Trinity, the moon of Equestria, where I will be waiting" the Prisoner declared as he exited the barracks.

Robert stood and ran over to the door, watching the Prisoner return to the black sphere which then flew away at a ludicrous speed into space.

"What in the name of God?" the Commander stated as he stood up and dusted himself off, turning back and approaching Spike who was still huddled in the corner and hyperventilating.

"Spike, Spike, you're OK. I promise" Robert declared, hugging the dragon to comfort him and waiting for Spike's breathing to calm down.

"T-they took T-Twilight" Spike shakily said.

"I know, I'm gonna get her back" the Commander told him, picking the baby dragon up and carrying him outside where the Prometheans had retreated.

"Spartan-035, come here!" Robert ordered, setting Spike down on the ground and looking around the base.

"Yes, Sir?" the Spartan asked.

"We have a mission; we need to get to Trinity, Equestria's moon, which is where that black sphere has gone. The enemies, the Prometheans, have taken the civilian Twilight Sparkle, and we're gonna get her back" Robert explained to the Spartan officer.

"Sir, how will we get to Trinity? We have no ships?" the Spartan inquired.

"Well Spartan, to answer that I have to ask a question of my own; what are the Sangheili up to right now?" Commander Crusher asked with a smile.

* * *

**Author's note: **this story is _nuts, _you'll see what I mean soon.

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Twilight Sparkle, Spike the Dragon, and all related characters belong to Hasbro. Halo belongs to 343 Industries.


	7. Chapter 7: Trinity

**Foreword: sorry for the incredibly long wait, my beta-reader was once again being a special-ed kid. To make up for this wait I'm posting three chapters at once, and they are doozies. So do enjoy, and be sure to drop a comment.**

* * *

**Chapter Seven  
****Trinity  
**

* * *

**Date:** September 19th, 2555  
**Location:** UNSC Pelican drop-ship model D77H-TCI, callsign Beta-669. Land of Equestria, shores of the Great Sea, seven miles north of New Appleloosa.  
**Individual:** Commander Robert Crusher  
**Time:**4:00PM

Commander Crusher's boots sank into the sand along with Spartan-035 and his team, Spartan Group Alpha, as they disembarked from the Pelican near a Sangheili dry-dock which was under heavy assault from the Prometheans. The Commander had radioed the Sangheili base and told them he needed transport to Trinity and the Sangheili were happy to oblige. provided, of course, that the Commander and the Spartans helped them push the Prometheans back from their base.

"Bit of a hike to the dry-dock" Robert lamented as he racked the charging handle of his new weapon, the BR85HB-SR battle rifle and headed forwards with the Spartans in tow.

"Too hot to get any closer with the Pelican, Sir" Spartan-035 said.

"Of course, Spartan" Robert stated as he rounded a large rock in the sand, many more following as some sort of natural maze. "Come on, we need to get there right-quick."

The group came up on a low rock and took cover, surveying the area several hundred feet ahead which was the perimeter of the Sangheili dry-dock base, the Corvette which was to be the humans' taxi to Trinity unscathed and awaiting them.

Getting there would be a problem, however.

The Prometheans were pounding hard at the perimeter of the dry-dock and the Sangheili were throwing everything they had at them just to keep the line intact. Dozens of Ghosts, Wraiths, and Banshees milled about in defense of the base.

Suddenly a Seraph screamed overhead and strafed a line of dug-in Prometheans, vaporizing them with its super-heated plasma bolts.

"Let's go" the Commander declared, sliding down the bank of sand in front of him and running down the rock-filled beach to the Sangheili base.

Upon reaching the perimeter the humans met up with a Sangheili Zealot who was commanding the forces on the beach, welcoming them past the line which he stood at the forefront of.

"Welcome, humans, the Field Marshal is inside, awaiting your arrival. Better hurry, he's very angry that waiting for you near the Corvette has prevented him from fighting these demons" the Elite Zealot said to the Commander.

"Thanks. Let's go, Spartans" Robert exclaimed, heading into the Sangheili base and proceeding to the dock which the Corvette was sitting in.

Along the way in the base they periodically checked on the fight outside, watching it progress as they progressed through. The Sangheili were slowly falling at the hands of the Prometheans, it would not be long before the base was overrun and destroyed.

They needed to get to the Corvette, and quick.

The humans eventually arrived at the dock to find the Sangheili Field Marshal impatiently waiting for them.

"It's about time you arrived, humans. The captain of the _Holy Transcendence _has been waiting for several hours. You will be taking off for Trinity as soon as you are aboard, so be prepared" the Sangheili Field Marshal explained.

"Thank you. Come on" Commander Crusher stated, rushing into the Corvette with the Spartans. Upon entering the Corvette came to life and slowly rocketed out of the dock and up into the sky.

While on the way the Commander and the Spartans proceeded to the bridge where they met with the Shipmaster, a one Arpo 'Makab.

Proceeding into the blackness of space they went to the other side of Equestria where they found Trinity, watching as it came over the horizon of Equestria's surface and into view.

"That is where I am sending my warriors? By the Gods" Shipmaster 'Makab lamented as Trinity came into view, Commander Crusher himself feeling a little afraid of what they might find.

On the side of Trinity, in some kind of massive alloy tunnel, was a massive blue light emanating from deep within the moon.

And it was opening just for them.

"Let's get ready, Spartans" the Commander said to them.

* * *

Upon entering the tunnel in the side of Trinity Commander Crusher was shocked to see that the structure they entered was a Forerunner Library, similar to the ones that had been found on the Halo rings.

Robert feared Flood, but when he and the Spartans exited the Corvette along with a team of Sangheili they were greeted with nothing but a bridge that extended from the fourth floor of the structure.

"Fourth floor; tools, guns, keys to super weapons. Except there are probably no keys to superweapons here" Commander Crusher lamented as he hefted his battle rifle and plodded across the bridge to the actual floor.

"So, what precisely are we looking for, Sir?" Spartan-035 asked as he stood next to the Commander while the Sangheili looked around the area.

"We're looking for Twilight Sparkle, but I have a bad feeling about this place. The Promethean Prisoner of Equestria told me this is where he'd be waiting. I was expecting to find more Prometheans here, along with their black sphere, but this whole place looks deserted" Robert explained.

The Commander's eyes looked over every visible part of the Library and he saw nothing but the floors below and his companions. No Prometheans were visible at all.

"I have a _real _bad feeling about this" Crusher said.

"Flood, Sir?" Spartan-035 suggested.

"It's possible, Spartan, but there are no obvious signs of Flood presence here. No spores in the air, no Flood growth on the floors and walls. No Flood combat or infection forms, there's nothing here" Robert replied.

The Commander was about to say more when one of the Sangheili called out, yelling "humans! Come here, you may want to see this!"

The group complied and jogged over to where the Sangheili was waiting, who pointed at a Forerunner console that stood at the edge of pit that contained the energy field that surrounded the Index of Libraries on Halo installations. The Library in Trinity lacked such an energy field as it had no Index to contain.

Refocusing his attention on the Forerunner console Commander Crusher walked over to it and activated it, immediately presented with visuals that lasted but a few seconds.

_Thousands of Prometheans were waging war on what appeared to be Equestria, with the capital city of Canterlot a raging inferno in the background. Visible in the foreground was an extremely disturbing scene of a Promethean butchering a pony in cold blood, shredding the poor victim to pieces while it was alive before discarding what remained of the corpse. The Promethean was then struck by a magic blast to the chest which knocked it to the ground, the warrior scrambling backwards in fear as a white Unicorn slowly approached it, firing another blast into the demon which killed it._

_A similar Unicorn colored a dark blue joined the first in firing magical blasts at more Prometheans, backed up by hundreds of other Unicorns clad in charred and dented battle armor. The ponies encroached upon the thousands of Prometheans and fought a bloody battle against them, each side taking severe casualties._

_"LET NONE LIVE! KILL THEM ALL!" the white Unicorn bellowed, her voice carrying for miles across the ruined land of Equestria._

Suddenly the vision ended and Commander Crusher staggered back, shaking his head to clear his mind of these visions.

"What did you see, Sir?" Spartan-035 inquired, bracing the Commander with a hand and waiting for him to recover.

"Visions, of what I believe the Prometheans are doing to those on the surface of Equestria... But wait, I saw Canterlot in the background, and it was on fire. I am greatly confused, Spartan" Robert said.

"Think it means anything, Sir?" the Spartan squad-leader stated.

"I am not sure, Spartan, but I think we should continue on" Robert responded.

Suddenly the radio came to life and the voice of Arpo 'Makab came over it. _"Humans, whatever you're doing out there make it quick, the doors to the tunnel leading in here just sealed and now there's no way out of this place."_

"We're stuck _inside _the moon of Equestria now? Great. Stand by, Shipmaster, we'll find what we're looking for and come back as soon as possible" the Commander declared.

"Let's go."

* * *

Twilight Sparkle sat alone in the center of a large circular room, prevented from leaving by the energy barriers around her. She wanted to break down and cry, but couldn't, having already done so for the past hour. She was scared, alone, and being held captive by the most confusing enemy she's ever faced.

And so she did all that one could do in her situation; sit and wait for her captors to come back.

She didn't have to wait long.

Just then the figure of one of the monsters that was the enemy came in. While the creature was normally large and imposing to the smaller Unicorn they were both insignificant compared to the cavernous room Twilight was being held in.

"W-what do you want?" the lavender Unicorn asked in fear as the monster stopped before her, outside the energy barrier.

"What I have always wanted, Inheritor; for my people to reap revenge for what was wrought upon us thousands of years ago. I have long dreamt of this moment" the monster explained.

"What are you? What are you talking about?" Twilight asked, confused.

"I am the Prisoner of Equestria, a Promethean, the highest warrior sub-sect of the Forerunner Empire. I am neither alive nor dead, neither organic or purely synthetic. I am the voice of the Forerunners, and I will speak well" the monster explained.

"But you will not hear what I have to say."

"No, life will play out differently for you. For now I must attend to the Reclaimers, for they are our only obstacle to achieving what I seek" the Prisoner told Twilight.

"And how will you achieve this? And what's gonna happen to me?" Twilight inquired, afraid of the answers she might receive.

The Promethean chuckled darkly.

* * *

**Author's note: ooooh boy, Twilight might be in for some rough times.  
**

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Twilight Sparkle and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	8. Chapter 8: Twilight Sparkle

**Foreword: here it is...Twilight Sparkle.**

* * *

**Chapter Eight**  
**Twilight Sparkle**

**Date: **September 19th, 2555**  
Location: **Forerunner Library. Trinity, moon of Equestria.**  
Individual: **Commander Robert Crusher**  
Time: **4:31PM

Things had been going well, if not nervously, for Commander Crusher and his sizeable team as they proceeded through the Library in search of Twilight Sparkle. They had run into no enemies at all, much to the joy and dismay of Robert. On the one hand he was grateful that they'd been able to search the Library in peace but on the other hand he was growing increasingly afraid of the lack of Prometheans. It was almost as if the Library was completely deserted.

That's how it had been.

What it is now is completely different.

Upon opening one of the many large doors in the Library the team had stumbled upon hundreds of Promethean warriors who immediately attacked the humans and Sangheili.

They had held them off as they rushed through the Library, but the Prometheans had considerably more numbers, it would not be long before they cornered the group and killed them.

Which is why Robert decided they needed to find Twilight and find her fast.

"Come on! We need to move, fast!" Commander Crusher yelled as they ran through another of the many halls in the Library in search of Twilight.

"Resistance is increasing, we must be getting close" Spartan-035 declared as he put down another Promethean warrior and reloaded his empty battle rifle.

They entered a hall and sealed the door behind them to keep the Prometheans out, making sure the hall was clear before they continued on their way.

"Sir, look there on the screens; ponies" Spartan-035 said as Commander Crusher approached the screens that were normally blue in Forerunner Libraries.

"The ponies are connected to the Forerunners in some way, so it makes sense that a Forerunner Library would have things about ponies" Crusher stated.

"How exactly are the ponies connected to the Forerunners, Commander?" the Spartan leader inquired.

"I don't know, Spartan. I guess the Forerunners uplifted them somehow. I don't remember, it's been a long time" Robert replied.

"Come on, let's get going" the Commander stated.

* * *

"What exactly happened thousands of years ago that makes you want to get revenge?" Twilight Sparkle asked the Prisoner of Equestria as he stood outside the energy barrier.

"You do not know, Inheritor? Did the Princesses not tell you? Did they not record it in history? Then it is obvious they wanted to keep our existence a secret from their subjects" the Prisoner answered, standing stock still and looking down at Twilight.

"Why do you keep calling me 'Inheritor'?" the lavender Unicorn inquired.

"It has ties with what we want revenge for" the Prisoner answered.

"Please, tell me! What do you want revenge for?!" Twilight demanded, getting quickly frustrated with the Prisoner's vague replies.

"All will be revealed in due time, Inheritor. I must wait for the Reclaimer to get here. It does not matter anyway, you will soon not be sane enough to understand our machinations" the Prisoner of Equestria explained.

Suddenly Twilight channeled magic to her horn and fired a beam into the energy barrier, to no avail as it held solid. In a fit of rage Twilight fired beam after beam into the barrier in a vain attempt to escape.

"I see your kind has not lost their tenacity. Perhaps the Librarian was not wrong to convince the Didact and Ecumene council to preserve your species" the Prisoner declared.

"WHAT ARE YOU TALKING ABOUT?!" Twilight screamed, greatly confused and angered by the Promethean, who refused to answer her questions directly.

"Relax, Inheritor. All will be revealed in due time" the Prisoner said.

"This is ALL the humans' fault! If they had never come to our planet none of what has happened the past twenty years would have transpired!" Twilight yelled.

"The Reclaimers? How are they to blame?" the Prisoner inquired, very curious as to what the Unicorn had to say.

"I was looking over our history books before you were released, and I realized that _everything _that has happened in the past twenty years is the direct fault of the humans coming here! In 2531, Shipmaster Thar 'Saramee came here as the first alien to ever make contact with Equestria! Things were GREAT until the humans showed up. Those humans killed Thar 'Saramee, who was my friend! Twenty years later Captain James Mitchell shows up and not far behind him are the Brutes! And now, two years later, the humans are still here and we get YOU! The Prometheans! Every time the humans have been involved Equestria has suffered! Regardless of which other alien species were involved the humans were the constant, the unchanging variable, the catalyst for pain and misery!" Twilight ranted, piquing the Prisoner's interest.

"But the Reclaimers are your protectors, are they not?" the Prisoner asked.

"So they claim! But they're the ones who cause the pain to come in the first place! It's been their fault every time! My friends died because humans were involved, the Princesses died because humans were involved, my _parents _and _brother _died because humans were involved! They've been responsible each and every time!" the lavender Unicorn declared.

"And when they defeat you and send you back into whatever hole you crawled out of I am going to make sure the humans never show their faces around Equestria again" Twilight growled, unaware of the dark smile on the Prisoner's face.

* * *

They were close.

After proceeding down the hall that had the screens depicting ponies they had reached another long hallway that was void of anything except a floor, walls, a ceiling, and air.

"Come on Spartans, I feel that we're getting close" Commander Crusher said as he, the Spartans, and the Elites tagging along followed closely behind.

As the Commander proceeded over a slit in the floor there was a loud pulse that sounded like an energy field coming into existence, a fact which was confirmed when Robert turned around and saw that an energy barrier had come up, separating him from the Spartans and Elites.

"Sir! Are you alright?" Spartan-035 asked as Commander Crusher looked over the energy barrier for some possible way to break it.

"I'm fine, Spartan. You guys head back, I'll find some other way out of here" the Commander declared, hefting his Battle Rifle.

"Understood" the Spartan Officer replied, turning back and leaving Commander Crusher alone in the hall.

Robert went on his way and soon a door began to come into view at the end of the hall, the door displaying some kind of strange symbol on it similar to the one that had been on the door in the caves beneath Canterlot.

As Robert approached he began to feel a sense of impending doom, one that was telling him that whatever was beyond the door would be a nightmare unlike any other. Regardless, there was no other place to go so the Commander kept going.

As he got near the door the symbol flashed bright and turned slowly until it was upside down before splitting apart at the middle as the door began to open.

Entering the room beyond Commander Crusher was astounded by the sheer size of the room; it was tall, wide, and massive; easily large enough to hold two Longsword fighters in it nose-to-tail. Coming down from an unseen source in the conical ceiling was a blue energy field similar to ones that contain the Index in other Forerunner Libraries, though this room was obviously used for something other than securing Indexes.

"Reclaimer..." a voice echoed throughout the room; though the speaker was unseen the voice obviously belonged to the Prisoner of Equestria.

"Prisoner... Are you in here? Show yourself!" Robert yelled, shouldering his BR and looking around for the Prisoner.

"Your Unicorn is in here, Reclaimer. Her kind was definitely worthy of being Inheritors and the Librarian was right to have them preserved, though I'm afraid the Librarian is dead now. Now the power rests with me and my master. If you want your Unicorn the terminal before you will release her" the Prisoner's voice echoed, a Forerunner Terminal coming up from the floor in front of a large circular platform that sat in the middle of the cavernous room, elevated several feet into the air.

"Twilight? I'm going to get you out of there!" Robert yelled, resting his Battle Rifle against the Terminal as he accessed it.

_Thousands of bodies littered the ground as a Promethean Knight and the white pony from before fought a vicious hand-to-hoof battle, the Promethean attempting to stab her with his sword and blast her with his rifle but missing every attempted blow and shot. The pony countered with magical blasts and beams that the Promethean deflected with his sword and absorbed with the shield a small machine flying next to him provided._

_The Promethean attempted another slash with the sword, the blade literally flashing through the air with a highly visible blur, missing the pony by mere inches._

_"We will NOT be your animals to experiment upon, Forerunner! And we will NOT submit as slaves!" the white pony bellowed as she fired another magic blast at the Promethean, who dodged the shot._

_"You WILL bow to the will of the Forerunners, or your kind will be extinguished by the Empire!" the Promethean yelled back._

The visions ended and Commander Crusher staggered back, watching as the energy field containing Twilight collapsed, though the circular platform was still too high up to climb on to.

"Twilight? Twilight, can you hear me?!" Robert yelled, with no response.

Suddenly the door behind him sealed and the symbol flashed once again, beaming its orange light across the cavernous room.

"You may have your Unicorn back, if you can save her" the Prisoner declared before the lights in the ceiling went dark, leaving the only source of light the bars in the floor strewn about intermittently.

"What was that supposed to mean?" Robert asked no one in particular as he grabbed his BR and backed away from the platform to see Twilight.

"Twilight, you up on that thing? Come on, get down and let's get out of here" the Commander said.

There was no response.

"Twilight?" Robert stated, beginning to grow a little nervous.

There was the sound of hooves clattering on stone and Twilight Sparkle came into view at the edge of the platform, her eyes closed and her head hung low.

"Robert...Crusher" the lavender Unicorn declared, the tone of her voice prompting every internal alarm the Commander had to go off at once.

Something was _not _right.

"Twilight...?" the human said, taking a step toward the platform.

"Ya know, I've been thinking, Robert. With everything that's transpired the past twenty years; the Covenant showing up, the Brutes showing up, the Prometheans being released, I got to wondering; in all these cases the humans have been involved in some way" Twilight said, her voice filled with despair and a strange glee.

"Oh no..." Robert whispered.

"And so, I thought about it more, and I realized that every time it's been the presence of humans that's provoked all the suffering we've endured. _I've _endured" the Unicorn stated.

"Oh, please no..." Crusher declared.

"So I began to compare these events to a science experiment, with multiple variables involved, but as I'm sure you know not every variable can be controlled."

"Oh God, _please _don't let this be happening" the Commander exclaimed.

"And what do you do when you have a variable you can't control?" Twilight asked, raising her head and channeling magic to her horn, her eyes still closed.

"You remove it from the equation" the Unicorn finished, opening her eyes to reveal they were glowing a brilliant red, the eyes shining down upon Commander Crusher like they were some kind of demented flashlights.

It was at that moment Twilight Sparkle released her built-up magic in the form of a powerful projectile, which she fired directly at Robert Crusher.

The Commander rolled to the left to avoid the blast, taking cover behind a stone block that was one of many in the circular chamber.

"Twilight, don't do this!" Robert yelled, making sure his Battle Rifle's safety was off.

"I take no pleasure in this, Robert Crusher, but Equestria is suffering, and it's _your _fault! To prevent further suffering I _must _return to Equestria and deal with your kind!" the Unicorn yelled.

The Commander ducked out of cover and fired at Twilight, who had concocted a shield around herself to block any incoming fire.

Suddenly the shield dropped and Twilight Sparkle fired another magical blast at the Commander, the shot impacting on the block and vaporizing a small chunk of the impact zone.

_When she drops her shield to fire that's my chance... I can't believe I have to do this, to Twilight Sparkle of all ponies _Commander Crusher thought, staying in cover behind the block.

The Commander ducked out as Twilight prepared to fire another blast at him, taking aim with his BR and squeezing the trigger when the Unicorn's shield dropped.

"AAAHHHH!" Twilight screamed as the rounds slashed through her left foreleg, causing her to crumple to the floor as she concocted her shield again.

The lavender Unicorn shakily got to her hooves again and rethought her strategy, using some magic to form a shield directly in front of her while she channeled the rest to fire five magic projectiles at the block Commander Crusher was hiding behind.

Leaving her sides and rear open to attack.

With her eyes closed in concentration as she conjured the five projectiles Robert quickly moved down a number of feet until he had a clear shot on Twilight's right side.

Robert pulled the trigger once, twice, three times, sending nine rounds from the BR into Twilight Sparkle who shrieked in pain, her screams causing a different kind of pain to befall the Commander.

Redeploying her full shield Twilight turned to face Commander Crusher and the new block he was hiding behind, channelling all her magic to form an energy beam that lanced out and immediately melted the rock, forcing Robert to sprint around the room behind the blocks as Twilight chased him with the magic laser.

Running out of steam Twilight Sparkle ceased magic flow and reactivated her shield, giving Robert a moment of respite as he caught his breath and reloaded.

The Commander ducked out of cover and fired at Twilight, who channelled her magic to angle the shield so it would deflect the rounds back at Robert.

The rounds missed, and instead struck the block he was taking cover behind.

Commander Crusher primed a grenade and tossed it, the explosive landing behind Twilight who was forced to turn around and point her shield at the grenade.

Leaving her rear open to attack.

Robert took aim and pulled the trigger, three rounds of BR ammo streaking through the air and slashing through Twilight's right flank, the third round cutting off a small chunk of her plot.

The Unicorn screamed in pain.

Twilight whipped back around and began channelling her magic to fire as Commander Crusher took aim with his Battle Rifle.

It was at that moment two things happened.

Twilight Sparkle fired her magical blast at Robert which impacted directly into the ground beneath his feet, catapulting him into the air and causing his BR to soar across the room.

At the same time Robert had fired his rifle at the Unicorn, sending another three rounds down range which slashed through her chest and lodged deep within her body, collapsing one of her lungs.

Upon landing Commander Crusher had found that his legs had been shredded by shrapnel, though he was still miraculously able to stand on them. His left arm had also been incapacitated by the blast.

The both of them wounded and exhausted they each struggled to stand and finish their opponent, with Twilight channelling one last bout of magic to her horn and Robert pulling his M6G/B magnum pistol out of his holster.

Luck of the draw was on Commander Crusher's side as he took aim and pulled the trigger, sending the first round smashing through Twilight's horn, shattering the magical outlet and rendering her defenseless.

The second round slashed along Twilight's left cheek, ripping part of it off and exposing the grisly muscle beneath her skin.

The third round missed her completely.

The fourth and fifth impacted on her left foreleg which was hanging over the edge of the platform. The rounds didn't come out the other side.

The sixth and seventh rounds speared through the Unicorn's chest, one of which shearing off a rib and the other severing her spinal column, paralyzing her from the neck down. Though it would hardly matter in the end.

As Commander Crusher limped closer he kept the pistol trained on the Unicorn as she lie at the edge of the platform, wheezing heavily with her eyes closed.

Robert stopped with the pistol just a few inches short of Twilight's face, and the Unicorn opened her eyes, which had returned to normal. Her left eye remained shut as there was blood all over it and the right eyelid was fluttering rapidly.

She would be gone soon.

"T-tha-" Twilight started, stopping when she gagged and spit out some blood. "T-thank...y-you" the lavender Unicorn managed to say, her breathing becoming shallower and shallower. It was clear to Commander Crusher that she was in a _lot _of pain, but she no longer had any energy to express the fact. The only energy the Unicorn had left was devoted to forcing a single tear to come out of her eye and roll down her cheek.

With the weapon still trained on Twilight Sparkle's face Commander Crusher pulled the trigger one last time, the slide locking back as the final shell casing flew through the air, glittering in the light before clanging back down on the floor.

The gun was empty.

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Twilight Sparkle and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i.


	9. Intermission

**Act Two**  
**Reclamation**

**Intermission**

**Date: **September 20th, 2555**  
Location: **Sangheili Corvette in space between Equestria and its moon, Trinity**  
Individual: **Commander Robert Crusher**  
Time: **5:17AM

"Can't this shit fly any faster?!" Commander Crusher asked Shipmaster 'Makab on the bridge of the Corvette as they struggled to escape the Promethean black sphere that was right on their tail, firing laser beams at them.

"We are moving as fast as we can, human. For now we will have to rely on our wits and hope their aim doesn't get better" the Shipmaster replied.

The human Commander had quickly returned to the Corvette after killing Twilight, having decided to bring her body back to give her a proper burial on Equestria, though he decided to not let Spike see the body.

_If you want your Unicorn back come to Trinity, the moon of Equestria _the Prisoner's voice echoed in the Commander's head, filling him with sorrow.

_Well...I got her back_ he thought bitterly.

Suddenly the Corvette bucked violently, throwing everyone on the bridge to the floor with the exception of Shipmaster 'Makab, who braced himself against his command console.

"What in the name of the Gods was that?!" the Shipmaster demanded.

"Prometheans just struck our engines, Excellency. We are now being sucked in by Equestria's gravity well, and with nothing to slow our descent I do not predict we will survive the landing" the Operations officer explained.

"By the Gods... Human! Get you and your Demons off my ship! It is vital to Equestria's survival that you live!" Shipmaster 'Makab declared, facing Commander Crusher.

"What about you and your Sangheili?" Robert asked, standing back up.

"I will remain here and do everything in my power to slow our descent, as will my men. Go, human!" the Shipmaster exclaimed.

The Commander turned and ran from the bridge, bracing himself against bulkheads when the Corvette bucked from explosions as he made his way down to the closest hangar where his Spartan-IV team was at.

As he approached another door it slid open and suddenly all the air was rushing out, forcing Robert to topple over and scrabble at the floor to find grip as he was sucked out of the corridor.

The energy barriers in the hangar had been turned off and the vacuum of space had replaced pressurization. When the door opened the corridor explosively decompressed.

As he flew through the air Commander Crusher embraced his fate to being sucked out into space and was about to commit suicide to prevent a cold death when he suddenly stopped careening through the air, having been grabbed by one of the Spartans in the hangar.

"I got you, Sir. Good thing you chose an environmentally-sealed combat suit back on the _Infinity _or else you'd already have suffocated" the Spartan said, clearly a female given the way her voice sounded.

"Thanks, Spartan. Where's 035?" Robert asked.

"Up there, trying to get the energy barriers back on" the Spartan said, pointing to the upper deck and the Spartan Officer that was there trying to get the holo-console to respond.

"He's not having much luck, apparently" Commander Crusher commented.

"No, Sir" the Spartan next to the Commander replied.

"Well, we're getting the fuck off this ship, Spartan. So I'm going to tell 035 to stop what he's doing so we can board that Phantom up there and ditch this doomed vessel" Commander Crusher stated.

"Understood, Commander. We'll cover you" the savior Spartan responded, standing up and opening fire on some Prometheans across the hangar.

Commander Crusher rushed up the ramp to the platform that had the holo-console on it as Spartan-035 still struggled with it.

"Spartan, leave that. We need the barriers off to get out of this ship!" Robert yelled, prompting Spartan-035 to look back at him.

"We're leaving this ship, Sir?" the Spartan officer inquired.

"This ship is going down, Spartan. The Shipmaster told us to ditch before we crash into Equestria's surface" Commander Crusher answered.

"Understood!"

The Spartans regrouped and headed to the left side of the hangar where Spartan-035 hit the glyphs necessary to bring the the Phantom down from its cradle on the ceiling to a point level with the platform, at which point Commander Crusher and the Spartans jumped aboard.

Spartan-035 hopped in the cockpit and pushed the craft forward toward the hangar exit. They were about to make their escape when the energy barriers reactivated, having been turned on by a Promethean.

"Damn, that complicates things" Spartan-035 stated.

"Shit, I'll take care of this" Commander Crusher said, jumping out the side door of the Phantom and dropping to the deck beneath the upper platform, where he then charged up the ramp and killed the Promethean with the plasma rifle he'd taken from the Corvette's armory before hitting the glyph that dropped the energy barrier.

"Go! Get out of here, Spartans!" Robert ordered over the radio, watching as the Phantom soared out of the Corvette and down to Equestria.

Leaving Commander Crusher on the Corvette, which was about to enter Equestria's atmosphere.

Robert killed the rest of the Prometheans in the hangar and reactivated the energy barriers as the flames starting to lick around the Corvette as it entered Equestria's atmosphere with the Promethean black sphere still firing at them.

As the Corvette rocketed to the ground trailing black smoke from the engines Commander Crusher looked out the hangar at their surroundings, seeing what looked to be Canterlot Mountain in the distance. Upon further inspection the Commander could see they would be crashing down in the ashes of New Ponyville.

_"All warriors, brace for impact!" _Shipmaster 'Makab shouted over loudspeaker as the Corvette made landfall a flaming wreck and tore a 700-foot long gouge in the dirt before an explosion sheared the vessel in half; plumes of black smoke bled into the sky and fires raged as the remains of the ship came to a stop just outside the grounds of New Ponyville, which would be its final resting place.

Slowly coming to his feet the Commander grabbed Twilight's body out of the pod they had put her in and put her over his shoulder, carrying her outside.

Dazed and exhausted Commander Crusher staggered out of the wreckage of the Corvette and made it a few feet before collapsing to the ground and passing out, his face buried in a pile of ashes that, unbeknownst to him, had once been the flesh and blood of the former Cutie Mark Crusaders.

* * *

Rain.

Rain was falling down upon Equestria and apparently had been for several hours, soaking the ground and the Commander as he lied in the ashes of New Ponyville, having woken up from his unconscious state.

After the Prometheans had swept through the town all that had remained was ashes; houses, furniture, and ponies all reduced to ash.

A flash of lightning revealed a shadow looming over the Commander, prompting him to look up slowly and wearily, not caring if it was a Promethean that had come to kill him.

It was Spartan-035.

"Sir? Are you OK?" the Spartan-IV asked, crouching down before Commander Crusher who had pushed himself up onto his knees.

"I...killed her, Spartan. Twilight Sparkle... I killed her, I had no choice" Robert said, looking down at the Unicorn's body.

"I'm sorry, Sir. But we need to get moving; the Prometheans are on the move and have already swept through dozens of towns and cities" the Spartan explained.

"Oh what's the point, Spartan? The Prometheans have decapitated the Equestrian nation; Canterlot was destroyed in minutes of their awakening. They obliterated Ponyville, they had some kind of base _inside _the moon. They're unstoppable, Spartan. What's the point of fighting them?" the Commander asked.

"Sir, with respect; start talking like that and the Prometheans have already won" the Spartan officer answered.

"I know, it's just...Twilight Sparkle was my friend, I wanted us to be more than that, but now she's dead. Killed by my hands. What am I going to tell Spike?" Robert stated.

"I don't know, Sir" Spartan-035 responded.

"No...I guess you don't" Commander Crusher deadpanned, slowly standing up and sighing.

"But hundreds of thousands of ponies are counting on us, Sir. Their entire species is counting on us. The Canines, the Griffons, they're all counting on us, Commander. We can't afford to give up, Sir" the Spartan told Robert.

"I know, Wilhelm... Come on, let's go get me outfitted" Commander Crusher declared, following the Spartan to the Warthog he had driven out to the ashes of New Ponyville.

"What time is it, anyway?" Robert asked, trying to wipe the ash from his face with the falling rain.

"Around nine o'clock, Sir" the Spartan officer answered courteously.

"Thank you, Spartan."

"You're welcome, Commander. So what happened to Shipmaster 'Makab?" Spartan-035 inquired.

"He's dead, just like every other Elite that was on that Corvette" the Commander replied, looking out the Warthog at the landscape as it rolled past them.

"I'm sorry to hear that, Sir" Spartan-035 said, turning the Warthog around a curve before speaking again.

"Yeah, it sucks" Robert deadpanned, his thoughts focused solely on Twilight Sparkle.

* * *

Spartan-035 stood outside the barracks of the temporary UNSC outpost that they had taken a few of the civilians they'd found to, including Spike the Dragon. Commander Crusher was currently comforting the baby dragon who was crying his eyes out over Twilight's death. From what the Spartan officer had heard the Commander had not told the dragon _how _Ms. Sparkle had been killed.

While the Commander had been doing this the Spartans took the Unicorn's body and buried her under a tree outside the base, sticking a marker in the grave with her name on it.

The baby Dragon would be told the grave was empty.

After returning to the outpost Commander Crusher had replaced his damaged armor components with new ones and had a medic look at his legs which, despite being visibly shredded, had almost no actual damage done to them.

The Commander had almost cried when the medic told him that.

After he had been checked out by the medic Commander Crusher went to the armory and grabbed new weapons, including an BR85HB-SR, the new shotgun model, and an M6H magnum sidearm to replace the M6G/B he lost during the Corvette's crash onto the planet's surface.

Spartan-035 got the impression that the Commander would've discarded the weapon anyway as every time he looked at it he would've been reminded of Twilight Sparkle, which would most likely have been detrimental to his morale.

"Sir, what's the situation?" one of 035's Spartans asked as she walked up, saluting the Petty Officer who returned the gesture.

"Waiting on orders from the Commander, he's currently comforting one of the civies, who was close to the Unicorn we attempted to rescue from Trinity" Spartan-035 answered.

"Understood, Sir" the female spartan replied.

"So what happened to that Spartan that saved the Commander's life on the Corvette?" Wilhelm inquired.

"He's in the command center with the rest of the team, awaiting orders" the female Spartan answered.

"Very good. Carry on, Spartan" Wilhelm ordered, earning another salute from his fellow Spartan.

"Yes, Sir!"

Just then the door to the barracks opened and out stepped Commander Crusher, a patch of his armor suit soaking wet with dragon tears.

"Let's get to the command center, I've got a plan to hit the Prometheans and end this war against them" Commander Crusher stated, a look of confident determination on his face.

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Twilight Sparkle, Spike the Dragon, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i.


	10. Chapter 9: Fighting back

**Foreword: I fucking love this new Copy-N-Paste thing Fanfiction has now; makes uploading a Doc 200,000,000 times easier.**

* * *

**Chapter Nine  
Fighting back**

* * *

**Two months later**

**Date:** November 5th, 2555  
**Location:** Gryphondale, capital city of the Griffon Empire, across the Great Sea 35 miles east of Canterlot Mountain, Land of Equestria.  
**Individual:** Commander Robert Crusher  
**Time:**11:47 PM

The attacks had been going well against the Prometheans, with four unified strikes against them the past two months on multiple fronts which had ended in victory for the UNSC on the planet. The Canine capital of Barklin had been secured and the Griffons had been aided in retaking their homeland. Soon darkness fell as the night began and the time to retake their capital came and the UNSC prepared to stage their assault.

The Commander looked up as several Elite ships soared overhead, their gravity lifts warming up as they deposited thousands of soldiers and vehicles into the city and deployed many more Seraphs and Banshees.

Accompanying them were hundreds of Marines and UNSC vehicles to aid in the assault on the city.

On a hilltop overlooking the city Commander Crusher and his team of Spartans prepared to descend into the city of Gryphondale.

"What's the plan, Sir?" Spartan-035 inquired, standing stock still next to the naval officer on the hill.

"Our mission is to seek out the Gryphon leader in or around the capital building and get him and his army to help us fight the Prometheans while the rest of our forces liberate the capital city" Robert answered, drawing his Battle Rifle over his shoulder and slowly beginning his descent down the hill.

As they entered the city Crusher began to realize that this mission was going to be incredibly dangerous as the Prometheans were putting up one hell of a fight against the invading Elites and their human allies.

It was going to be a nightmare.

"Shit, I have a bad feeling about this... Let's hurry up and get to the capital building so we can find the Griffon leader and get out of here" Robert stated as they entered the city proper, making their way through it via back alleys and side streets, attempting to avoid the Prometheans entirely.

As the team neared the exit of the alley they currently occupied they realized the street was the battlefield for an intense skirmish between Prometheans and Elites, who were shelling the Prometheans with a Wraith tank.

The battle quickly winded down and the Commander and his team exited the alleyway, the Wraith and Elites coming down the street and stopping next to the alley. The pilot hatch on top of the Wraith opened and the Elite within popped up, his golden helmet shining in the light cast by the fires raging in the buildings on the street.

"Human, this city is crawling with Prometheans. We will escort you to the capital building if you so choose" the Wraith's pilot declared.

"Of course; let's get going" Robert responded, him and his team proceeding down the street with the Elites and their Wraith as the human naval Officer looked on his data-pad for their current position relative to their destination.

"Looks like we're about seven blocks from the capital building, so let's pick up the pace" Commander Crusher announced, stowing his pad and bringing his BR back up as they crossed an intersection.

Suddenly there was an explosion above and a Seraph fighter came careening into the street, slamming down and sliding several feet before coming to a stop horizontally across the street, blocking them from proceeding further.

"Damn, we'll have to head through one of the buildings. The Wraith can probably make it over that wreckage though" Robert said, watching as the Wraith did exactly that.

"We'll see you on the other side, humans" the Elite commanding the squad accompanying them yelled as he and his team soared over the wreckage with their thruster packs, leaving the Spartans and the Commander alone.

"Let's get moving" Commander Crusher stated as he entered a building in an effort to circumvent the Seraph wreckage.

Once inside the building Robert looked on as the wall of an upper floor collapsed and dropped in front of the door, blocking it and sealing the humans inside. Looking around the room they had entered Robert deduced they were in some kind of Inn or hotel that was slowly being consumed by fire; the other half of the lobby was blocked off by debris and flames, meaning they'd have to head up to the second floor and head across it to the staircase on the far side just to get to the other side of the lobby.

"It's like something out of a survival-horror game*" Crusher commented as they made their way to a door on the back of the lobby, one that opened up into restaurant of some kind.

"Looks like a fucking bomb went off in here or something**" Robert said, closing the door and backtracking to the lobby where they found the stairs which would take them up to the other floors.

"Looks like we have to go this way."

The group went up to the door leading to the second floor and opened it, immediately being assaulted by heat and smoke; that entire part of the floor was on fire.

Robert was about to close the door when he looked through the flames and saw what looked like a Griffon moving down the hall carrying what looked to be some kind of rifle.

"Wonder where he's going" Crusher lamented, finally closing the door and proceeding up to the third floor which was relatively clear of fire.

It was not clear of Prometheans, however.

Upon opening the door several Prometheans down the hall turned and opened fire, prompting the Commander and his team to dive down a branching hall to take cover.

"The hell are they doing in here?" Crusher wondered as Spartan-035 tossed a grenade down the hall which detonated and caused the ceiling to cave in, blocking the Prometheans from engaging them.

"Seems like some of the floors have been weakened by fire; we'll have to be careful with our grenades" Robert told the Spartans.

They made it to the other side of the floor without much trouble and found the other staircase which would've taken them back down to the other side of the lobby if the stairs hadn't been destroyed by an explosion.

"Damn. Change of plans, Spartans; we head up to the roof and jump over to the other building and head down its stairs to get back to the Elites."

Heading back to the first staircase they did exactly that until they reached the top floor as there was no roof access from the public stairs.

To get to the roof they would have to access the special staircase somewhere on the top floor.

"Come on" Robert declared, jogging down the hall as he and the Spartans searched for the roof stairs as the sounds of distant combat filled their ears.

The group quickly found the stairs and busted the door open, heading up the stairs and busting open the door to the roof.

As they stepped out onto the roof an Elite supercarrier discharged its plasma projector into the streets of Gryphondale, glassing a massive contingent of Prometheans and sending a shockwave through the city which shattered the windows of every building.

A loud crack on the roof caught their attention and they looked over, seeing a Griffon armed with some kind of rifle perched on the edge of the roof.

"Hey, friendlies behind you!" Commander Crusher yelled, prompting the Griffon to look over her shoulder and shimmy back from the edge, standing and approaching the humans.

"Well it's about time you guys got here; Gryphondale has been under siege for the past seven days" the Griffon exclaimed.

"Sorry to hear that, but better late than never I suppose. Look, we're looking to regroup with our Elites and their tank down on the street. We need to get across to the roof of the building next door, but we could use some sniper support. Could you help us?" the Commander asked.

"I've been flying from roof to roof for the past week, sniping these freaks who just showed up and started blasting crap. I'll be more than happy to kill some to help you. What's your mission?" the Griffon inquired.

"We're here to liberate the Griffon capital from the enemy, the Prometheans, and recruit them to help us fight the war against them" Robert answered in a half-truth; he couldn't trust this Griffon with the info that he and his team had come to find the Griffon leader and ask him directly for help.

Robert reached behind his back and pulled out a radio headset, handing it to the Griffon sniper so they could communicate with her.

"OK. You guys can get across to the building next door using this plank" the Griffon told them, grabbing a long sheet of plywood and setting it across the gap.

"Got it, thanks for the help, miss..." Robert trailed off as a way to ask the Griffon her name.

"Don't call me 'miss', dweeb" the Griffon demanded, pushing the Commander onto the wood plank and forcing him and the Spartans to head across, one at a time.

Once they were over the Griffon shoved the plank forward onto the other roof in case the humans needed it again.

"Hey, I never got your name!" the human Commander yelled from across the way.

"Name's Gilda! Now get out of here!" the Griffon shouted back, putting the headset on and lying back down on the edge of the roof to continue sniping.

_Gilda? I think Twilight mentioned her friend Rainbow Dash once knowing a Griffon named Gilda_Crusher thought as he and the Spartans thundered down the stairs of the neighboring building to get back down to the street.

Once they had reached street-level they exited the building and found the Elites and their Wraith waiting for them, completely unharmed. The Wraith pilot asking "what took you so long?"

"We ran into some old friends" Robert answered sarcastically, earning confused looks from the Elites.

"You took time out of your mission to talk to old friends? Are you _mad_?" the Wraith pilot demanded.

"No, I didn't mean friends like that; it's a human thing, and we don't have time to explain. Basically what I said was we ran into some Prometheans" the Commander explained, though it didn't help much.

"By the Gods... Whatever, let us keep moving" the Wraith pilot exclaimed, plopping back down into his vehicle and sealing the hatch.

"Gilda, you reading me? We made it down to the streets and have reunited with our Elite allies. Don't fire on the massive seven-foot tall aliens wearing colorful armor or their massive purple tank" Robert stated over the radio, looking up at the roof of the Inn in an effort to see the Griffon sniper.

_"Yeah, I got it, dweeb. I figured out not shooting them was a good thing six days ago when I watched one eviscerate dozens of Protheans*** or whatever they're called"_the Griffon replied.

"They're called Prometheans. Anyway, what happened to him? He sounds like an Elite we could use in the future" the Commander said.

_"I tracked him for five days; he slashed through hundreds of Prometheans in that time. He died when thousands of Prometheans surrounded him in the city center, which you're coming up on"_Gilda responded.

"Is being in the city center a bad thing?" Crusher said as the center came into view; it was a massive circle with a large statue of a Griffon in the middle, standing over the city center like a symbol of the Griffons' natural heroism and courage.

_"It's a freaking deathtrap, but all the side-streets are either blocked or swarming with Prometheans, so you'll have no choice but to head through"_the Griffon sniper answered.

"Tell me more about the Elite you watched."

_"Dude was tall, around eight feet, and sported pointed shoulder pauldrons that matched his blood-red armor. I would've lost him in the darkness had it not been for the glow of the lights on his armor and the two energy blades he carried"_Gilda explained.

"Darkness? Is it always dark around here?" the human Naval officer inquired.

_"It has been for the past week; skies have been covered in a thick blanket of black smoke produced by the fires. You just can't see the smoke right now because it's night."_

"You get the name of this Elite?" Robert said.

_"What kind of question is that? I was way up on the rooftops... But in spite of that I actually did catch something when he was yelling, something about 'Saram I think. But, like I said, he's dead now.****"_

"Damn Prometheans. Don't worry, miss Gilda, we'll drive these bastards out of here" Crusher promised as he and his group entered the city center proper, seeing that it was indeed a death-trap; hundreds of Prometheans fought against hundreds of Elites and humans, the air clogged with thousands of bullets, plasma bolts, and laser pulses.

_"I told you not to call me miss! And we didn't need your help anyway!"_Gilda yelled over the radio.

Commander Crusher looked around the city; hell, just the city center was enough to disprove Gilda's assertions. Gryphondale had been falling fast to the Prometheans, and it was likely the capital city would've fallen within the next two days. Fires raged all throughout the city, Prometheans swarmed around like ants after their hill had been kicked over, and the Griffon military was taking casualties on a five to one ratio with the Prometheans.

They most definitely needed help.

"Whatever you say. Look, we need to get past this shit. Are there any streets not blocked off or infested with Prometheans?" Robert said.

_"None that I can see, but you might be able to head through the sewers; they're pretty straight-forward"_the Griffon sniper replied.

"Great. Elites, you know where to go, and I'm sure the Wraith will make it over most obstacles. We'll meet up at the capital building" the Commander told them, preparing to drop down into the sewers, which the Spartans had already done.

_"No, you don't want to-"_Gilda started to say, cut off when Robert dropped down the manhole and landed in the sewers. He was about to head back up to catch the rest of Gilda's transmission when a massive explosion made one of the buildings above collapse down onto the street, blocking the manhole as a result.

Looking up Robert saw that a room's window had been placed perfectly over the manhole due to how the building fell. In the room the Commander saw a Griffon hanging from a noose and a note attached to her body.

"Hold up, Spartans. I'm going to take a look at something" the Commander announced, climbing up the ladder and smashing the window, clambering into the room while making sure not to cut himself.

The room was cold and dark, though there was just enough light to make out the room's features and the Griffon corpse.

The human grabbed the note and unfolded it, sitting on an overturned desk as he began to read it.

_'They're dead... Dad, Mom... They're dead, and I have no idea where my sister is.'_

_'What are these things? And what do they want with us?'_

_'I don't know, but I won't let them take me alive. I've seen them grab the cubs, the females, the males, and...take them somewhere. I don't know what they're doing to their captives but I won't become one. I'm going to make sure they don't take me alive.'_

_'Gilda...I'm so sorry.'_

Robert closed his eyes and let the note fall to the floor, sighing heavily; he had lost the will to move, and instead opted to remain sitting on the desk.

For several minutes the Commander just sat there, unable and even unwilling to move; he knew that he should keep moving, the faster they make it to the capital building the better, but he just couldn't bring himself to move.

_Gilda...I'm so sorry._

Crusher knew the odds were easily a million to one, but something in his gut told him that the Gilda mentioned in the letter was the same one sniping Prometheans on the roof of that Inn right now. The same Gilda that was sister to the corpse hanging next the human right now, dangling from the noose and slowly swinging and twisting in place...

Robert turned his head, bent over, and vomited, his esophagus burning as the bile was projected from his mouth onto the floor.

After a moment the Commander recovered and wiped his mouth with the sleeve of his shirt, standing and staggering back to the window to drop back into the sewer.

Taking one last look at the Griffon suicide victim Commander Crusher winced and said "I'm sorry we didn't come sooner..."

* * *

***This is a reference to the PS2 game Resident Evil: Outbreak. In that game one of the levels has you going through a hotel on fire, called the Apple Inn. Fun game, and a pretty good level, except for those damn Lickers...  
**This is a reference to one of my other stories, titled 'He came from Space'.  
***This is a reference to the Mass Effect species.  
****This is a reference to the antagonist of the first Up There story, Thar 'Saramee. The Elite described here is meant to be a relative.**

**Speaking of references, whatever happened to our cycle of continuously referencing each other's stories, Blackburn? Did the cycle end? Did Commander Shepard come down and mistake our cycle for the Reapers' cycle? Did you get that PURE UNCUT COCAINE I sent you?**

* * *

**Legal note: **Commander Robert Crusher, Spartan Wilhelm-035, and all related characters belong to me. Gilda the Griffon belongs to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	11. Chapter 10: The beginning of the end

**Foreword: I'm SO sorry this chapter is as late as it is; this time it was not the fault of my beta-reader but rather my own. I've been such a special-ed kid recently as I just could not, for the life of me, find a way to write this chapter decently. I still don't know if I'm satisfied with what I've got but I hope it's enough. I make no promises but the rest of the story will be posted very soon.**

* * *

**Chapter Ten  
The beginning of the end**

**Date:** November 5th, 2555  
**Location:** Gryphondale, capital city of the Griffon Empire  
**Individual:** Commander Robert S. Crusher  
**Time:**12:21 AM

"I'm so sorry, Gilda" Robert said over the radio after he and his Spartans had exited the sewers somewhere in the middle of Gryphondale; according to his data-pad they were two blocks from the capital building.

Once out the Commander had gotten back on the radio and told the Gilda about the note and body he had found.

They had made it through the sewers without incident, though the Commander had been unable to shake the image of Gilda's sister's body from his mind; despite not knowing the young Griffon he felt sorrow over her death, mostly from knowing that it was such an easy way out of the pain. Robert was flying all over Equestria and even into space fighting the Prometheans and it was taking quite the toll on his body and mind. It would be so easy to just press his pistol to the side of his head and...

No, he has to go on; he has to defeat the Prometheans to guarantee Equestria's future, or die trying, not by being a coward and killing himself.

_But it'd be so easy...all the pain and suffering would end and you would finally be able to rest..._

_It'd be easy, sure, but what about the rest of those on this planet suffering at the hands of the Prometheans? The thousands of Griffons fighting and dying for their country? I have to keep fighting them _the Commander thought back.

Robert shook these thoughts from his mind and got back on the radio, realizing that Gilda had been silent since he had told her the news.

"Gilda? Are you alright?" the Naval officer asked, concerned for the Griffon.

_"I... Yes, I'm OK. But I can't cover you now, you're behind too many buildings. But I could come join you if you want"_the Griffon sniper offered.

"No, you've done enough to help us. Get out of the city, Gilda, and find someplace to hide" Robert told her, continuing on his way to the capital building as his Spartans followed.

_"Griffons don't hide, buddy"_Gilda replied, her tone defensive.

"Well fine, but I would not advise staying in this city. Things are getting pretty ugly."

_"Yeah...they are..."_

Silence hung in the air for several seconds before Gilda spoke up again.

_"Good luck, human...and goodbye"_the Griffon sniper declared.

"Thanks; goodbye, Gilda. Stay safe out there, OK?" Robert suggested, waiting for a response from the Griffon.

He never got one.

"Come on, Spartans. Let's get to the capital building" the human declared as they got on their way.

Soon they reached the capital building, which by now was a bombed-out ruin, though the building was still standing. Just outside the building were the Elites and their Wraith tank, waiting for them.

"We need to hurry, human. The Griffons are falling fast and our combined forces aren't holding out much better" the Wraith pilot exclaimed.

Before the Commander could ask what he meant a tremendous explosion shook the city and the group looked up at the sky, watching a Sangheili supercarrier explode in the middle and begin to crash down to the surface of the planet.

The cause of this was the Prometheans' giant black sphere.

_Fucking bastards _Robert thought, turning to face his Spartans.

"Sir, Gryphondale is falling, perhaps we should evacuate" Spartan-035 stated. As much as Robert didn't like it he had to agree; Gryphondale was quickly being overrun by Prometheans and not even the Elites could stop them.

"We have to at least get the Griffon leader out of here. Spartans, come with me; the Elites can wait outside if they want, otherwise you can head back into the city and kill some Prometheans" the Commander said.

"I believe we will do the latter; good luck, human" the Wraith pilot responded.

Upon entering the capital building Crusher took in its beauty; the lobby was cavernous and sported a statue of a Griffon holding the flag of their empire, standing tall and proud over the room.

"Griffons sure like statues" Robert commented, admiring the rest of the lobby's beauty; the marble flow glistened, or it would've if most of the lights weren't broken. On the left and right side of the lobby were ramps leading up to the reception desk.

"OK, we'll need a map."

A quick search of the lobby provided one of both the first and second floor, which would make their search much easier. Checking the map for the leader's office which appeared to be in the rotunda at the top of the building.

"Fascinating" the Commander lamented, looking over his shoulder at the Spartans and saying "let's go."

The group proceeded through the building, taking detours when necessary as the building had been heavily damaged by Prometheans; the lack of Griffons within began making the Commander nervous that the Prometheans had come in and killed the Griffon leader.

Upon entering the second floor there was a tremendous explosion that shook the building, originating somewhere near the roof. Dust rained down from the ceiling making the Commander sneeze. Curious about the explosion the team went on their way, entering a staircase that would take them up to the rotunda and by extension the roof.

Reaching the top of the stairs Crusher opened the door and saw another staircase in front of him, heading up in a spiral shape. Looking down the naval officer saw a circular shaft descending into blackness, piquing his interest.

Heading up the staircase Robert and the Spartans entered the rotunda, seeing a hole blown in the side of the wall; papers and debris were scattered around the office, and the Griffon leader was nowhere to be seen.

"Perhaps he evacuated, or went out into the city to fight the Prometheans" Spartan-035 suggested, his comrades searching the office for any clues.

Losing interest in the office Commander Crusher stepped outside through the hole in the wall and saw that it had started raining, hard; sheets of the liquid falling and decreasing his visibility.

Suddenly there was an energy-based noise and a beam lanced over the Commander's head, making him duck and look over his shoulder just in time to see debris fall down over the hole and preventing him from heading back in.

He was alone on the roof.

Facing forward Robert shouldered his BR for the source of the laser, but found his visibility was naught in the heavy rain.

Slowly walking forward, his boots squelching the wet stone beneath them, the Commander approached what appeared to be small orange lights on the far side of the roof.

As he got closer to the lights an orange streak in the shape of a blade formed and a flaming skull became visible for a second, indicating a Promethean.

But it had not attacked him yet.

"Prisoner?" Crusher asked, cautiously approaching the Promethean, who, judging by the scratch on his mask and the Sangheili helmet on his shoulder, was indeed the Prisoner of Equestria.

"Prisoner. Why are you here?" Robert asked, keeping his BR trained on the Promethean warrior.

The Prisoner circled around the Commander, the two keeping their eyes on each other, before the ancient Forerunner warrior spoke.

"Reclaimer, we have sat waiting since time immemorial, and have realized that the Inheritors believe they will win this war with your help. This will never come to be, for our intent was never to destroy" the Prisoner said.

"What do you mean?" Robert asked, confused.

"The Librarian and Ecumene council always found a way to preserve the species that had challenged us and failed; though a species we had fought and defeated would not be allowed to join the empire we still preserved each and every one" the Prisoner explained.

"What are you going to do?" Crusher stated, tightening his grip on his BR.

"We invaded the Griffon homeland in search of a tool vital to our cause, a catalyst if you will, for the machinations we have. The Griffon leader held promise, but ultimately proved to be worthless. We exterminated him."

"_What_?!" the human exclaimed, unable to believe that he was too late.

"The search still continues, Reclaimer, and nothing can stop our goals; we will find what we need, and defeat you and the Inheritors" the Prisoner declared, slowly retreating from view as he went back to where he had been standing previously.

"Wait!"

The Commander rushed forward and suddenly a massive orange light shone over him, emanating from the black sphere as it rose into view from below, scanning the roof and the Commander with a sheet of light before rocketing away at an incredible speed.

Looking out over the city Robert saw that it had fallen, and the Griffons had been defeated.

Sighing in resignation the naval officer walked back to the rotunda just as the Spartans finished clawing their way through it.

"Sir, are you alright?"

"Let's just go..."

* * *

Commander Crusher stood on a hilltop with his Spartans looking down at Gryphondale, which was a flaming hellhole of death. Thousands of Griffons still in the streets fighting doomed battles against the Prometheans, and hundreds more wounded and dead soldiers that would be incinerated by the Prometheans. It appeared that the Prometheans were rounding up civilians and butchering them in the city center, performing some kind of ritual on each citizen before killing them.

It seemed they were looking for someone or something.

"Should we help them, Sir?" Spartan-035 asked, turning to face the Commander who had a grim expression on his face.

"No, they're done for Spartan. The Griffons are finished" Robert said, taking a look through his binoculars in time to see a duo of young Griffons, probably sisters and looking to be around the age of nine were kicked from their hiding spot and killed by a Promethean.

Commander Crusher winced.

"The second greatest military in Equestria and the Prometheans walked right over them. If they did that to the Griffons then what chance do we have against them?" Crusher wondered aloud.

"What's the plan, Commander?" Spartan-035 inquired, drawing his BR85HB-SR over his shoulder.

"We need to return to the main continent, from there we can regroup and launch another attack against the Prometheans" Robert stated.

"Intel we've gathered suggests they're rounding up every pony they find and taking them to Canterlot Mountain" Spartan-035 told Commander Crusher.

"I can only imagine as to what they're doing to those poor souls" Robert commented, motioning for his Spartans to join him as they began the trek to the rendezvous point where the Pelican dropship was to be waiting for them.

On the way back in the drop-ship Robert began thinking about the war, and how it had been going very well for them in the past two months.

_We were turning the tide...and then the Prometheans return in full force and strike back. How the hell did they do that?_

The Commander couldn't answer his own questions, and nobody else had any answers either.

_The Griffons are down, the Canines are going fast...and the Dragons are already done for. I also heard the Zebras and Crystal Ponies were hit...probably nothing left of them now. Which leaves just the regular ponies and us_Commander Crusher mused.

The last two remaining species in Equestria, and the Prometheans were coming at them strong.

_I need to find the Prisoner of Equestria and stop his cycle of destruction._

But to do that the Commander needed to first find the Prisoner.

"Spartans...I've got a plan: we need to mount an assault on Canterlot Mountain and find out what the Prometheans are doing with their captives down there" Commander Crusher declared.

"Understood, Sir. We got your back" Spartan-035 responded.

_"Sir, you might want to come up here and take a look at this!"_the pilot of the Pelican said from up in the cockpit, prompting Robert to stand and see what had the pilot so alarmed.

All of Equestria was burning.

Literally all of the pony land was on fire; forests and hills raging infernos and entire towns awash in flames that sucked the oxygen from the air and incinerated everything in their path.

Only a select few spots had yet to be affected by the fires, including the spot New Ponyville used to occupy and the stretch of land leading to Canterlot Mountain.

Of course Canterlot Mountain wasn't on fire either.

"Take us to the base, we need to call for reinforcements and rally our forces" Commander Crusher ordered the pilot.

"Yes, Sir!"

The Pelican banked to the right and dipped down, quickly reaching the base where they touched down and those aboard disembarked; the Spartans proceeding to the Command Center while Robert checked on Spike.

"Sir, do you think the Commander is thinking lucidly?" the only female Spartan in the squad inquired once they were inside the Center.

"What would make you think otherwise?" Spartan-035 replied.

"He was very close to the civilian Twilight Sparkle, and is very close to the civilian Spike the Dragon; what if his attachment to these civilians jeopardizes our missions? He already had to kill the one and it's clear he's suffering as a result" the female Spartan stated.

"The Commander may have been close to these civvies, but I think his mind is clear enough to fulfill any mission parameters he sets" Spartan-035 assured them.

"Of course, Sir."

* * *

_"Why couldn't you save me, Robert? We were friends, I trusted you, I loved you...and you failed me...why couldn't you save me?"_Twilight Sparkle's voice echoed through the Commander's head as he slept, torturing him with its tone.

_"Why couldn't you save me?!"_Twilight's voice screamed, fading as she herself faded from view, falling down into a black abyss until she could be seen no more.

_"It's your fault..."_

Commander Robert Crusher awoke instantly and screamed "NOOO!", shooting upright in his bed in a cold sweat.

Robert looked over at his clock which displayed the time of 3:43 AM, prompting him to stand out of bed and exit his quarters and proceed down the hall to the Command Center.

"What's our situation?" Commander Crusher asked as he tightened his collar and approached the communications station, seeing several personnel eyeing him in concern; his appearance was weathered and raggedy.

"I asked a question: what is our situation?" the Commander growled.

"Sir, all UNSC forces within a 21 mile radius have reported in; total military strength is 25 Scorpion Main Battle Tanks, 120 Warthogs in the standard, Gauss, and rocket variants, 200 Mongoose All Terrain Vehicles, 17 Pelican dropships, and three Longsword fighters that escaped from an airbase" the comms officer, a Major named Mark Grimesy* explained.

"That's it? Well, I suppose it will be enough to make a push on Canterlot Mountain. How are the communications looking? Can we get a message to the UNSC or Elites?" Robert inquired.

"Yes, Sir, communications have been cleared and you are ready to send a message when you wish" Major Grimesy answered.

Robert complied and hit the necessary key, preparing to record his request for reinforcements.

Just as the Commander was about to record the message the lights dimmed and powered back up, a strange symbol displayed on all the screens in the control room of the Command Center.

"What the...oh, no" Robert exclaimed.

Suddenly a voice boomed from the loudspeakers, Commander Crusher recognizing it as the voice of the Prisoner of Equestria.

_"Reclaimers, our time is now. We have begun the final stages of exacting our revenge on the people of Equestria. The Griffons are extinct...the Canines are extinct...the Zebras are extinct...the Crystal Ponies are extinct...all that remains are the Inheritors, and you: the Reclaimers. This is but the beginning of the end, Reclaimers, and nothing you can do will impede us in fulfilling our goals"_the Prisoner boomed.

"I have a bad feeling about this..." Crusher said.

_"It is beginning...it is end...it is time for the last remnants of the Forerunner Empire to reap revenge for what was wrought upon us by the Inheritors thousands of years ago"_the Prisoner exclaimed.

_"It is time, for the Reclamation."_

"Oh, shit, that's bad... Order an evacuation, we need to get the hell out of here NOW!" Commander Crusher ordered, rushing out of the Command Center and to the barracks where his Spartan team and Spike were resting.

"Spartans, get up! We're leaving!" Robert yelled, turning the lights on and running to the back to wake Spike while the Spartans quickly came to and gathered their weapons and other gear.

"Hmm, Robert? What's going on?" Spike asked, confused as to why he had been awoken and why the Commander was in such a hurry.

"The Prometheans have started something they call the Reclamation, and I think it's something _bad_. We need to get out of here, before they show up and begin this Reclamation" the Commander explained.

Just then the barracks shook from the intensity of an explosion near the base, caused by the Prometheans and their spherical Sentinel which had come knocking.

"They're here... Come on, let's go!" Robert yelled, grabbing Spike and rushing out of the barracks with his Spartan team.

The Prometheans were everywhere, blasting everyone they saw and their Sentinel shooting down every aircraft it saw and obliterating every Warthog and Scorpion that came out.

"All UNSC forces, retreat from this outpost and head for Canterlot Mountain, we're ending this once and for all" Robert ordered over the radio.

"Beta-669, this is Commander Robert Crusher, we need immediate extraction at the front gates of the base!"

_"But, Sir... Nevermind. I'm on my way, Commander"_the pilot responded.

"We're gonna get you someplace safe from the Prometheans, Spike, and then we're going to take care of these evil bastards" Crusher told the baby Dragon, who was the last of his species.

"No place is safe, apparently. They're everywhere!" Spike exclaimed just as Beta-669 came around and swooped down to ground level, dropping its rear ramp to allow them aboard.

"We're in, GO!" Robert commanded, taking a seat as the Pelican took off, the pilot dodging fire from the Sentinel.

It truly was the beginning of the end, though Commander Robert Crusher had a different end in mind.

* * *

***This is a relative of Christopher Grimesy, the hard-ass Sergeant from the first story.**

**Author's note: it's the beginning of the end, and what an end it's gonna be. The next few chapters will blow your mind.**

* * *

**Legal note: **Commander Robert Crusher, Spartan-035, and all related characters belong to me. Spike the Dragon belongs to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries.


	12. Chapter 11: Reclamation

**Foreword: it begins, the Reclamation, and the final chapter of The Last of what's Up There.**

* * *

**Chapter Eleven  
Reclamation**

* * *

**Date:** November 6th, 2555  
**Location:** Skies above the land of Equestria.  
**Individual:** Commander Robert Crusher  
**Time: **2:00 AM

It was time. Time to bring the might of the UNSC to bear on the Prometheans, time to show them the true tenacity of the human race, time to end this conflict and restore peace once again to the denizens of Equestria.

Commander Crusher looked over a data-pad; according to information gathered from their drones the only known species left alive in Equestria were the normal ponies, and their numbers were at an extreme low: down to 40,000 from a pre-war estimate of 300,000.

Small species, but it made sense in their world. Robert was expecting an enormous population boom after this war was over.

_Too bad it won't bring Twilight back._

The Commander shook that thought immediately; thinking about Twilight right now wouldn't help anyone.

"How we looking?" Crusher asked, stepping into the cockpit.

"We're just over the grounds of New Ponyville, Commander."

"Good, we need to get there as soon as possible" Robert said, stepping back into the main compartment where Spike and the Spartans were sitting.

"We'll be there soon, so make sure your gear is-" Commander Crusher started to say, cut off when an explosion rocked the back of the Pelican and bucked the craft forward, upon then beginning its rapid descent to the ground. Spike was thrown to the floor with a dull _thud _and a yell of "OW!".

Spartan-035 moved to help him.

"The hell was that?!" Robert demanded, looking back into the cockpit.

"Prometheans hit us, Sir! We're going down!"

"Ah, crap" Robert commented.

The Pelican quickly smashed into the ground and skidded several feet before coming to a stop, the pilot dropping the rear ramp which allowed the Spartans to disembark while the Commander got on the radio.

"All UNSC forces, this is Commander Robert Crusher, we have been shot down on the grounds of New Ponyville and are requesting immediate assistance, over."

"This whole area used to be New Ponyville...and now its just ash..." Spike deadpanned, staring out of the Pelican at the landscape.

"Given some time it will be the grounds of New New Ponyville" Commander Crusher joked, with no change in expression from Spike.

"Maybe... Robert, what do you do when you're the last of your species? Knowing that when you die your entire species will then be extinct?" the baby Dragon inquired.

"I don't know, Spike" the human Naval officer answered.

"Of course you don't...no one ever has answers for my questions... Not Twilight, not the Princesses, not you" Spike stated coldly.

"I'm sorry, Spike, but maybe you'll find a way to continue your species" Crusher offered.

"How?"

"Dragon-Pony hybrid, perhaps?" the Commander answered, drawing his shotgun over his shoulder.

"Aren't hybrids born sterile though?" the baby Dragon declared, greatly confused.

"Griffons are a cross between Lions and Eagles, and they seemed to work out OK" Commander Crusher replied, unstrapping Spike and stepping into the cockpit to check on the pilot.

"Pilot, I need to record another message and broadcast it to all available channels in space, can we boost our signal to..." Robert started to say, Spike tuning him out and hopping out of his seat.

Spike looked out the Pelican again and saw the Promethean sphere coming straight for them, hundreds of Promethean soldiers dropping down and firing upon the Spartans, who had taken cover behind a thruster which had come off the Pelican during the crash.

"Commander, they're here!" Spike yelled back, stepping into the doorway of the cockpit.

"Shit! OK, Spike! I'll be there soon!" the Commander exclaimed, going back to the console in front of the pilot.

"I don't have much time! I'll be broadcasting this message on all frequencies. To whomever finds this; destroy Equestria! Glass it, nuke it, I don't care, just leave nothing alive on this planet!"

"Robert!" Spike urged, watching as the Prometheans came steadily closer.

"OK! I'm coming!" the Naval officer yelled. "This is Commander Robert Crusher, signing off!"

"Spartan-035, status report!" Commander Crusher demanded as he stepped out of the Pelican and approached his Spartans.

"We got Promethean soldiers and their Sentinel coming at us, Sir!" the Spartan officer responded, reloading his empty BR.

"Understood. I've sent out a distress call to all UNSC forces in the area so we just gotta hold out until they get here" Robert stated.

"Copy that, Sir."

"Spike, stay in the Pelican, we'll be OK" Crusher ordered, looking back into the dropship to see that Spike was listening and the pilot was coming out.

"Pilot, keep an eye on Spike. Spartans, this is it. Get ready" Commander Crusher exclaimed, shouldering his Battle Rifle and taking aim at the approaching Prometheans.

"FIRE!" the Commander bellowed, squeezing the trigger of his BR as the Spartans did the same, sending rounds downrange at the Prometheans who launched flying machines from their backs which projected a hard shield around their owners.

"Toss grenades!" Robert commanded, priming one of the explosive devices and tossing it behind the Prometheans who all rolled forward, bringing their weapons back to bear and resuming their fire on the humans.

Crusher targeted one of the Prometheans and focused all his fire on it, sending burst after burst into the target which quickly wilted under the fire and disintegrated in a storm of embers, the Commander reloading his empty weapon afterwards and taking aim at another Promethean, who had his shield back in front of him from the flying device.

"Target the flying machines to bring down their shields!" the Commander declared, taking aim and blasting one such device away, the shield of a nearby Promethean dropping and leaving him open to a follow up attack from the Spartans which destroyed it.

Just then dozens more Prometheans came down from the Sentinel and joined the first group in assaulting the humans, heaping more and more pressure upon them.

"Where the hell is that damn support?" Commander Crusher wondered, ducking down as several Prometheans fired at him with their laser rifles.

The Commander reloaded and stood up, momentarily staring in awe as in the distance a massive explosion lit up the dark-orange sky, revealing and adding to the hellhole that Equestria had become and silhouetting the Prometheans they came towards them, momentarily darkening their bodies except for their violently orange eyes and the glow of their blade arms.

Robert was at that point _terrified_of these monsters.

Spartan-035 stood and was about to fire on a Promethean near him and his Spartans when it teleported several times in a zig-zag pattern, closing the distance between it and the Spartans and slamming its shoulder into the Spartan officer and decapitating the female Spartan.

Before Robert could turn and fire on it the Promethean morphed backwards into a small blue ball before re-materializing out of thin air a number of feet back.

_What the FUCK are these things?!_

The Commander took aim and was about to fire again when one of the Prometheans did the zig-zag teleporting and stopped directly in front of him, knocking him onto his back with the wide side of its blade as their position was overrun, several Prometheans swarming into the Pelican where they killed the pilot and grabbed Spike just as the Prisoner himself knocked the Commander out.

It was over.

* * *

When Commander Crusher awoke he found himself restrained in some kind of magnetic holds in pitch blackness, unable to see anything.

As Robert struggled to come up with a way to escape the Prisoner of Equestria came into view, lacking the Sangheili helmet that usually occupied his shoulder.

"Prisoner... Where's Spike?" the human demanded.

"The dragon is safe; he needed to quickly be preserved if his species has any hope of continuing to live" the Promethean warrior answered.

"What did you do to him?!" Robert growled.

"Silence, Reclaimer, the Reclamation has begun, and you will be the Catalyst for it" the Prisoner declared, standing directly before Commander Crusher and looking around the area as if to make sure everything was in place.

"What is this Reclamation? And why have you done all this? You've mentioned revenge for something...but what? Just give me this" Robert pleaded, wanting only an explanation for why all this had happened.

"Perhaps the best explanation is witnessing it all firsthand" the Prisoner stated, pressing a holo-glyph on a console nearby which brought up a Terminal directly in front of Robert and broadcasting the usual visions to him.

_The white Unicorn and Promethean warrior continued their duel, both parties attempting to strike the other while dodging hits and blasts. Their fight looked like some kind of ballet dance, with both of them moving gracefully throughout the field which was covered in the bodies of both ponies and Prometheans._

_As the Promethean swung his blade-arm down the Unicorn fired a powerful blast into him at point-blank range, dislodging his blade-arm from his body and knocking him onto his back where he lied defenseless._

_Pinning him down with a hoof the Unicorn growled "I told you we would not be your animals to experiment upon, and we would NOT be your slaves."_

_The Promethean stared into her eyes and replied "are you going to kill me?"_

_The Unicorn pulled her head back and looked down at the Promethean as the dark-blue Unicorn from earlier joined her, having apparently been fighting a battle of her own against the Prometheans._

_"Sister, what shall we do with them?" the dark one asked._

_The white Unicorn thought about it for a moment and said "imprison them underneath Canterlot Mountain, along with their Cryptum. The Forerunners have begun their war against the Flood, and I do not contend that they will send any more Prometheans against us."_

_"Very well, Sister."_

_The white Unicorn looked back down upon the Promethean and said "your kind will never again harm our subjects, Prisoner of Equestria."_

The visions ended and the Terminal retracted back into the floor, the holo-console next to the Prisoner turning off as he took position in front of the Commander once again.

"I...I don't understand. What happened exactly?" Robert asked, looking into what he believed were the eyes of the Promethean.

"I was a Promethean Knight and one of the most entitled warriors of the Forerunner Empire; in our time many species tried to fight and oppose our rule, and only two succeeded: the Flood, and the ponies of Equestria" the Prisoner explained.

"So who were those two in the visions?" the Commander asked, something telling him he already knew the answer.

"The rulers of Equestria: Princess Celestia and Princess Luna, though they do not appear as the Alicorns they are because the Terminal appears to have forgotten some of the details over time" the Promethean Knight answered.

"So all of what you've done now has been revenge for a war you lost hundreds of thousands of years ago?!" Robert exclaimed in anger.

"You misjudge, Reclaimer. We, as Prometheans, are eternal, infinite. Time has no meaning for us. 100,000 years locked away under Canterlot was insignificant to us, and we had been programmed to always finish our assigned tasks no matter what obstacles were placed before us. The 100,000 years between then and now were not a time of peace, but rather an intermission to the war the Princesses had though they won. We would wait until the end of time to complete our goals" the Prisoner explained.

"And within the next hour, we will have done exactly that and more."

"More? What more do you need?!" the Commander demanded.

"When the Forerunners conquer an enemy, they seek to make sure that enemy never becomes one again. Each time, however, the Didact and the Ecumene council chose to preserve the species that challenged us. They did it with your kind during the Forerunner-Human war, which is why your species was chosen as the Reclaimers that would rise amongst the stars and assume the position we had dominated the galaxy in" the Prisoner explained.

"The Equestrians were the only species to ever defeat us in war besides the Flood, and they had been chosen previously by the council to be the Inheritors. However, the council knew that thousands of Prometheans had been imprisoned under Canterlot Mountain and decided they would allow us to be imprisoned down there. The council planned to start another war with the Equestrians after they had defeated the Flood, though that obviously did not go to plan."

"With no new orders we assumed our original tasks were still active and unfulfilled, and when we were awoken by Princess Cadenza we resumed our war against the Equestrians" the Prisoner continued.

"You preserved every enemy you fought, including the Flood. Smart choice that was" Robert commented.

"The Flood were sentient beings that had evolved and earned their right to live; as powerful as we were we always believed that every sentient species had the right to live, no matter their overall intentions or machinations. When we knew that the Flood were close to defeating us and consuming all life in the galaxy we preserved every species we could, even theirs, and then fired the Halo array. If you want my opinion I believed the Flood didn't deserve to be preserved; I recognized the danger they posed, and if it had been up to me I would've commanded the entire Empire to defeat them conventionally. I apologize for any troubles you've had with them" the Prisoner stated.

"Hmm... What was the Princess talking about when she mentioned that her kind would not be slaves to be experimented upon?"

"We had been modifying their species in secret to make them physical equals amongst the stars, though several died in these experiments. The Princesses eventually learned of our experiments on her people and found it not to her liking, and it sparked the war. Magic is natural to Equestria, of course, but so much more of their society is not."

"The Princesses themselves were subjects of our experimentations; they were not to be born as Alicorns but rather Unicorns. During the gestation periods for each we artificially inserted Pegasus DNA and they fused, turning the two Princesses into Alicorns, along with some side-effects like the flowing hair. Naturally, having been born into royalty, they were immediately chosen as the Goddesses of the land and were chosen to be its rulers when they came of age. When the truth got out, however, the Princesses had assumed power and turned against us" the Prisoner stated.

"How do you explain their immortality?" the Commander asked.

"That was accomplished via standard Forerunner technology; the Princesses were not actually immortal, though their life-span was increased significantly. Close to about 250,000 years I believe."

"What about my Unicorn friend, Twilight Sparkle? Her eyes were red when she attacked me, was that caused by more of your sick experiments?"

"Her aggression towards you was created of her own accord, but she never intended any harm. I used this anger against her, confusing and angering her further with extremely vague answers to her questions. A combination of my influence and the distressing knowledge that her fellow Inheritors were once again suffering and dying at the hands of aliens pushed her over the edge; In the brief time she was with me I had completely broken her mind, mending it with the will of the Forerunners. She came to believe our goals needed to be achieved, and I left her to deal with you" the Promethean explained.

"So that's why she thanked me; for breaking your control over her mind. You're a monster!" Crusher screamed, trying in vain to break his holds and attack the Prisoner.

"Silence, it is time for the Reclamation" the Prisoner declared, pressing another holo-glyph as the sky lit up with a blue intensity, revealing that the Commander and his unconscious or dead companions were secured against the side of Canterlot Mountain.

The blue light was coming out of the open top of the mountain, beaming straight into the sky and illuminating all the land.

"We've received reports that you were rounding up ponies and bringing them here. What were you doing to them?" the Commander growled.

"These reports were wrong; fabrications that we created and leaked out into the world in a ruse to lure you here. All of ponykind, 40,000 in total, are spread across the land as they seek refuge from us" the Prisoner answered darkly as they teleported into Canterlot Mountain onto some kind of elevator descending town towards the blue light.

"To begin the Reclamation that would fulfill our goals and achieve vengeance for the losses we suffered long ago at the beginning of this war we needed a Reclaimer's hand to use as the Catalyst for such a thing, and through your actions you proved yours to be a worthy Catalyst" the Prisoner said as the elevator went down deeper and deeper into Equestria.

"What the hell are you going to do to me?" Robert asked.

"Use you to fulfill our goals and begin the Reclamation" the Prisoner of Equestria answered.

Some time later the elevator came to a stop and the only exit seemed to be a massive tunnel which the Commander was escorted down.

Eventually they reached an enormous door which sported the same symbol Robert had seen everywhere in the past two months which split in half as the door opened.

"Welcome to the core of Equestria" the Prisoner exclaimed as they exited into an unfathomably massive cavern that was spherical in shape.

Dead center in the middle of the cavern was a massive machine that stretched high into the ceiling, and in the middle of the machine was a spot where one could stand.

"There's no magma ball...this planet is artificial" the human said.

"Correct; this planet is in fact a shield world. And this machine will begin the Reclamation that will finish the last of the Inheritors and free us from its prison" the Promethean declared.

"What?!" Robert asked, alarmed.

"It is as I said earlier: when the Forerunners conquer an enemy they make sure that enemy never becomes one again" the Promethean explained.

"I will NOT be a Catalyst for completely destroying a planet and all who live on it!" Robert yelled in defiance.

"I never said they'd be destroyed, and at any rate you have no choice. We have learned something, Reclaimer; we have completely exterminated almost every species in Equestria. The Griffons, the Canines, the Crystal ponies, the Changelings, they are all gone. The Council would find this unsatisfactory, and would have had us destroyed. In retribution for our misguided actions we set out to preserve the Inheritors, the last native species of Equestria, and required a Reclaimer's help to do so" the Prisoner explained, motioning to the machine.

"So wait...you're now looking to preserve the ponies and resolve your conflict peacefully?" the Commander asked, not sure of what the Prisoner wanted.

"No, this is a win for the Forerunners and the Inheritors _will_be defeated, but we still wish to preserve their species. But only with your help can we do so" the Promethean Knight answered.

"And if I refuse?" Crusher inquired.

"We will have no choice but to completely eradicate the rest of the Inheritors."

Reluctantly agreeing to this Commander Crusher approached the machine and stepped into place in the center, watching as a ring descended down and stopped at eye level with Robert and began to spin, light cast off the ring like it was scanning his head.

As it span the ring's momentum increased and generated power for the machine, which began to glow blue as the lights activated and it began to hum to the point where it was vibrating Robert.

Suddenly the Prisoner of Equestria looked up and exclaimed "let the Reclamation begin." He then struck a holo-glyph in front of him which brought a holo-panel up in front of Commander Crusher.

"You're sure this will preserve the ponies?" Robert asked, looking at the Promethean.

"That is our intent, Reclaimer, as it always should've been" the Promethean told Robert, his tone dark as Robert pressed a symbol on the panel and a blue beam lanced up from the hole beneath him, incinerating him as it shot through the machine and speared through the sky into space where it travelled down the tunnel that lead into Trinity and dissipated before being shot back out of Trinity as a black beam that shone with an almost organic sheen. The black beam impacted on Equestria and enveloped the entire planet before receding back into the moon.

When it had finally finished all that was left upon the planet Equestria were the trees, grass, mountains, deserts, arctics, and oceans of nature.

* * *

**Date:** December 22nd, 2555  
**Location:** bridge of the UNSC Marathon-class cruiser _Say my Name*_, Equestrian star system.  
**Individual:** Rear Admiral Jonathan Ridinoff**  
**Time:** 4:17PM Earth time

"Sir, scans show there's no organic life of any kind on the planet's surface. It's almost as if all life on the planet has disappeared into thin air" the Freedom Sky's operations officer exclaimed, turning in his seat to face Rear Admiral Ridinoff, who was standing before his command console.

"Bring us into the atmosphere and order several Marine Combat Teams to prepare for landfall; we're going down there to take a look" the Rear Admiral commanded.

"Yes, Sir!"

* * *

Once upon the planet's surface Rear Admiral Ridinoff found himself, along with three MCTs, in a massive open field between two forests; one made of black trees and bushes and the other appearing to be a normal forest.

"Scans showed no cities, no signs of life, nothing. This was supposed to be the land of the Equines. Where the hell did everyone go?" Rear Admiral Ridinoff asked as the Marines spread out and surveyed the area.

"There's absolutely nothing here, Sir" one of the Marine sergeants declared as he and his team approached the Rear Admiral.

"Keep looking; there's GOT to be some kind of clue as to where everyone has gone" the naval officer said.

"Yes, Sir!" the Marines responded.

There were a lot of questions to ask, and the answers were out there, waiting for them.

* * *

**By the year 2560 the UNSC had searched through every last square inch of the planet Equestria, its moon, and the other planets in the system and had found absolutely nothing to indicate where those that had previously inhabited the planet had gone, nor had they found any of the UNSC forces stationed on the planet. The UNSC had even found the elevator in Canterlot Mountain leading to the core of the artificial planet(which their scientists had studied relentlessly in the years after) and had still found nothing but the cryptic message of 'may the Gods have mercy on your souls' and the Forerunner structure inside the moon of Equestria, which also yielded no results.**

**The only evidence of the Equestrian species ever existing was a grave found under a tree that contained the corpse of a female Unicorn, though absolutely no records exist of her as they too vanished along with everything else on the planet besides its natural formations. The Unicorn was re-buried in the spot she had been found in and a proper gravestone had been placed in it.**

**Confused and concerned the UNSC went on a galaxy-wide search for the inhabitants of Equestria, a search that ended in 2567; they were never found.**

**Giving up their hope on ever finding the lost inhabitants of Equestria the UNSC erected a massive monument to the Equestrian people on the planet's surface and declared the planet a 'no landing unless absolute emergency' zone, forbidding any and all humans besides the UNSC from ever landing on the world. To maintain this decree from Insurrectionists and other separatist humans the UNSC maintains a fleet and space station around the planet.**

**In addition to the humans never being allowed to land on the planet the Sangheili have expressed a complete disinterest in the pony planet, claiming they "don't care where the Equestrians have gone" as they are dealing with more pressing issues like the complete collapse of their society founded in the roots of the revelation that everything they had ever believed in was a lie.**

**In 2570 the UNSC made one last expedition onto the surface of Equestria in another attempt to uncover the mystery of where the Equestrians  
had gone off to, with the same results as their last attempts.**

**It was after that the UNSC finally ceased all activity on the planet, pulling all of its people off of it and deconstructing its facilities.**

**To this day no one has ever found the Equestrian people or any evidence as to where they have gone...  
**

* * *

Spike awoke with a sharp gasp, staring up at the blue sky which was mostly obscured by Spartan-035, who offered a hand to pull the baby Dragon to his feet.

"Are you alright?"

* * *

**The end of The last of what's Up There!**

* * *

***This is the ship you begin Halo 3: ODST on.  
**This is a reference to Victor Ridinoff, a ponified Victor Reznov, in Blackburn's FFE series.**

**Author's note:** Well, this ride is over, and it was a wild one; from the humble and meek beginnings of Ever Wonder what's Up There to the anger, fear, and sorrow of What Else is up There to the doubt and suspense of the finale, The Last of what's Up There, this has been one wild and crazy trip. With the closing of TLOWUT the 'Up There' trilogy is now finished, bringing my current bout of Halo/MLP fanfics to a close, and there are so many people I have to thank.

**To my beta-reader, Michael Blackburn:**you, Lord Blackburn, have been one of the biggest helps for this series and my writing; I still remember that day I sent you a PM, so formally and politely requesting that you be my beta-reader for the first story in this trilogy, Ever Wonder what's Up There. Since then we have exchanged close to 400 PMs in that chain alone, and I'm sure in the future it will grow even larger(bow chicka bow wow). I often wonder how different both this series and my life would have been if I had never searched for a beta-reader, had never clicked on your profile, and had never sent you that PM(would you believe that I was originally searching for a beta-reader to beta-read a Far Cry 2 fan-fic? But when I clicked on your profile and saw that you wanted to see more Halo/MLP stories I decided to do that instead?). I thank you for your undying loyalty and willingness to stick with me and my writing for the past 10 months, regardless of the highs and lows that we've been through(Jackhammer rape in BF3 comes to mind) and hope you will continue to be my beta-reader for future stories, despite how much of a horrible person you may actually be(Jerry Sandusky-semen-covered cheese grater is still the worst thing ever). You are one of the best friends I've ever had despite the fact we've never met in real life(is that weird?) and I promise that we'll maybe play some BF3 soon(no promises). I love and salute you, Lord Michael Blackburn.

**To the developers at Bungie(who will most likely never read this):**you fine gentlemen and ladies are probably the most deserving of my thanks, for if you had never come up with Halo this story and my relative popularity in this community would have never come to light. The past ten years have seen the rise of the Halo universe and its continuing innovations within the gaming world. The stories of your own published in both electronic and written format are bountiful and rich, all providing spectacular insight into the Halo universe, and none of it, not a single game or book, has disappointed me in any way, shape, or form. Thank you, and I hope your friends at 343 Industries will be just as deserving of the same praise when they publish Halo 4 and its future sequels.

**And finally, to the ones that made it all possible, my readers:**you guys are the reason I have met the level of success that I have within my small corner of the community; from the darkest days of stabbing Fluttershy with an energy sword to the moment when it all ended on a bittersweet note with Spike and the others sealed away in a Dyson sphere you have stuck with me, reading whatever shit I haphazardly slap together and put out. I owe my readers the most thanks, because without you these stories would just be words on digital paper, and nothing else has helped me more than the words you've written of your own and the favorites and thumbs up that have all shown support for me and my writing. Thank you all(now if only I was popular enough to get people to draw art of these stories for me).

Now there's a whole other bunch of people I don't have time to 7hank, but if you've at any time shown praise for or helped me with this story then you are most definitely appreciated and I thank you, and hope you will always come back for any and all literary works I produce.

Now if you still want to read more of my stuff I've got plenty of other stories that are on here and FIMfiction, including my hilarious multi-universe crossover story Dropping In and its in-progress sequel Dropping In 2. In addition to DI 2 I've got a shipfic going on called 'Together Forever' that I hope will distance itself from other shipfics. Also I got a little special something coming soon, something I've never tried before. Read after the Legal Note to see what's up.

Until next time, this is Codename: One, and I'll see you starside.

* * *

_**Legal note: **__Commander Robert Crusher, Spartan Wilhelm-035, the Prisoner of Equestra and all related characters belong to me. Spike the Dragon, Twilight Sparkle, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343 Industries._

* * *

Coming soon: The Last of what's Up There DLC 1: Gilda's Plight(note, DLC does not actually have to be downloaded in order to read).


	13. DLC 1: Gilda's Plight Part One

**During the Promethean invasion of Equestria the UNSC fought valiantly at the front lines, but behind the scenes all races of the Equestrian land resisted the Prometheans. Only one survived, however; the Griffons. When their capital fell one Griffon got away to hunt out the Prisoner of Equestria, the Promethean leader. Now, deep within Canterlot Mountain, Gilda the Griffon begins her mission to confront the Prisoner of Equestria. Join Gilda in a four chapter expansion pack for The Last Of What's Up There, and learn a stunning secret that will change the face of Equestria forever: the truth behind the Reclamation. Gilda's Plight is slated for a full release 9:00 PM Eastern Standard Time, November 1st, 2012.**

**Gilda's Plight  
Written by Codename: One**

**Chapter One  
Separate ways**

**Date:** 2555  
**Location:** Unknown  
**Individual:** Spike  
**Time:** Unknown

"Are you alright?" Spartan-035 asked, offering a hand to Spike to pull him to his feet. The baby dragon rubbed the side of his head and grabbed hold of the Spartan's hand, slowly rising to his feet.

"Ughh... Yeah, I think so. Where are we?" Spike asked; he had a killer headache.

"I don't know."

* * *

**Date:** November 5th, 2555  
**Location:** Gryphondale, capital city of the Griffon Empire. Land of Equestria  
**Individual:** Gilda the Griffon  
**Time:** 12:21AM

_"I'm so sorry, Gilda"_ UNSC Commander Robert Crusher said over the radio, his voice filled with sadness and despair.

The human was part of the UNSC, or United Nations Space Command, and was the leader of human forces in Equestria; his army was currently fighting a war against the Prometheans, strange robots that had emerged from Canterlot Mountain and had started massacring the denizens of Equestria.

Though their war hadn't come to the Griffon Empire until just a week ago.

Now the Griffons were fighting for their lives and empire against the Prometheans and their unstoppable juggernaut of death.

_"Gilda? Are you alright?"_ Robert asked, pressing the Griffon for a response.

"I... Yes, I'm OK. But I can't cover you now, you're behind too many buildings. But I could come join you if you want" Gilda replied, wanting to aid the human; he had come on the radio several minutes after disappearing into the sewers and told her that he had found her sister, dead from suicide.

And Gilda wanted nothing more than revenge.

_"No, you've done enough to help us. Get out of the city, Gilda, and find someplace to hide"_ the human Commander said, disappointing Gilda.

"Griffons don't hide, buddy" she growled in a defensive tone.

_"Well fine, but I would not advise staying in this city. Things are getting pretty ugly"_ Robert stated.

"Yeah, they are."

The two fell silent for a moment, both of them having nothing to say; Gilda was lost in thought about her dead sister and missing parents, and the human Commander was keeping silent for her sake.

Finally Gilda spoke up again and said "well good luck, human... And goodbye."

_"Thanks; goodbye, Gilda. Stay safe out there, OK?"_ Robert replied.

Gilda dumped the radio on the floor, grabbing her rifle and taking to the skies with a few flaps of her wings, taking off away from Gryphondale as a tremendous explosion lit up the night sky, a Covenant ship trailing flames and smoke as it fell beyond the city limits.

The Promethean Cryptum, a black sphere they used to travel, hanging over the city and other Covenant ships.

Gilda had learned that it was called a Cryptum when the Griffon Empire went public to their citizens with details about the Prometheans, such as the fact they were non-organic warriors created by the Forerunner Empire, a governing body that ruled the entire universe some 100,000 years ago.

The Forerunners, despite their might, were defeated by a parasitic life form they referred to as the Flood.

Coming to a stop outside Gryphondale Gilda looked back at the Capital city, remembering that she was going to tell Commander Crusher that the capital building had been swarmed hours ago by Prometheans and that the Griffon leader hadn't made it out.

_Ahh, too late now. I'm sure he'll figure it out soon, if he hasn't already_ Gilda thought, disappearing into the jungle outside Gryphondale as she got away from it and the Prometheans destroying it.

Several minutes later Gilda had stopped in the middle of the jungle and sat down, a human Pelican dropship soaring overhead as it approached Gryphondale. The Griffon set down her rifle, a Grifriah Armouries* M100 Advanced Marksman Rifle, chambered in a powerful 15.36mm cartridge that was designed for hunting Manticores.

It made great work of Prometheans, as a single round obliterated them with ease, making up for its incredibly small magazine of three rounds.

Gilda had stolen the weapon from the dead body of a Griffon army sniper.

Letting out a ragged breath Gilda looked down at the ground, thinking about her sister and parents who were now assuredly dead.

_Grizelda...you were young... Why did you do it? Why couldn't those Prometheans have just left us alone?! They didn't need us!_

Shaking her head in anger Gilda stood up and got on her way, proceeding north to the main continent of Equestria.

Upon reaching Equestria Gilda made her way across the land towards Canterlot Mountain, as word had it the Prometheans were gathering up any and every pony they found and were bringing them to the mountain for some reason.

Getting closer to the mountain Gilda saw the remains of the support struts for Canterlot, the struts being the only thing that survived the vaporization of the royal city.

_What time is it...? 1:14AM. OK, I still got time to see what the Prometheans are up to in this mountain_ Gilda thought.

Venturing up the mountain the Griffon soon reached the road that lead to where Canterlot used to be, both the road and railroad ending abruptly.

For whatever reason Gilda actually felt kind of bad for the ponies; they were hit right out of the gate by the Prometheans and their government was decapitated instantly. If the humans hadn't been there for them the ponies would be extinct by now.

_Never would've stood a chance if they hadn't been there for 'em._

As Gilda reached an entrance to the interior of the mountain she went over her plan; she was to sneak down to where the Prometheans' Cryptum launched from to begin her search for the ponies the Prometheans had captured, from there she was to find out what they were doing to the captive ponies and stop them.

_Do or die time_ the Griffon thought as she ventured deeper into the mountain.

Reaching the bottom of the mountain's interior Gilda dropped down into the center and looked up, seeing the moon of Equestria hovering high above the planet's surface, raining it's subtle light down into the mountain.

It barely helped.

Suddenly the floor began to shift and slowly open at the center, expanding rapidly in a circular shape as an elevator rose from even farther underground.

"It is almost time for the Reclamation, Prisoner. Have you found the Catalyst?" a deep voice asked.

"I have; it is the Reclaimer leader, Commander Crusher. It should've been obvious from the start; a Reclaimer's hand must always be used in our machinations" the Prisoner of Equestria replied.

"Excellent, begin the preparations. And do what you must to bring the Catalyst here. The Reclamation must come to be, if the Inheritors have any chance of surviving the coming Storm" the deep voice stated.

Gilda thought about what these obvious Prometheans had discussed; Catalyst? Reclamation? Storm? What could they mean? And furthermore, what do they mean for Equestria?

There was only one way to find out; confront the Prisoner of Equestria.

* * *

"Are we alive?" Spike asked, taking a look at his surroundings; it was a grassy field, with a forest in the distance, and some hills nearby. The sun was shining, and the air was warm. It seemed like paradise.

"I don't know" Spartan-035 replied.

* * *

***This is a reference to Misriah Armories, manufacturer of most of the UNSC's weapons.**

**Author's note: so there's the sneak peek of Gilda's Plight, expansion pack one for The Last Of What's Up There. Story DLC is something I've never done before, and this one's gonna turn out alright I think. It'll finally answer all those questions you guys had after the end of the main story, that's for sure. So be sure to leave a comment letting me know what you think of Gilda's Plight.**

**_Legal note:_**_ Commander Robert Crusher, the Prisoner of Equestria, and all related characters belong to me. Gilda the Griffon, Spike the Dragon, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i._


	14. DLC 1: Gilda's Plight Part Two

**Chapter Two**  
**Fighting her way In**

**Date:** November 6th, 2555  
**Location:** interior of Canterlot Mountain, Land of Equestria  
**Individual:** Gilda the Griffon  
**Time:** 1:30AM. T-minus 1 hour until the Reclamation.

Gilda looked at her watch; it was time to confront the Prisoner of Equestria, and learn the truth behind what they were doing. If what the Prisoner said was true they would soon be heading out to find Commander Crusher and begin the 'Reclamation'.

Gilda didn't have much time.

The Griffon peeked back out and saw the Prisoner of Equestria still standing in the center of the elevator, staring up out of the mountain at the moon.

Suddenly the elevator shifted and sunk back down under the floor, descending back down to where ever it had risen from, taking the Prisoner with it.

Seizing her moment Gilda rushed forward and dove into the hole, expanding her wings to glide down in pursuit of the Prisoner of Equestria and the elevator.

On the way down she was spotted by the Prisoner of Equestria, who began to fire on her with his laser rifle. Gilda cursed herself for being seen and dive-bombed at the Promethean, her wings fully expanded and talons outstretched.

Landing hard in front of the Prisoner Gilda kicked his rifle-arm away and tackled him, punching him across what she believed was his face. The Promethean threw her off him and flipped over, slamming the blade of his sword-arm into the floor and roaring, the sarcophagus around his face opening to reveal the hellish skull-shape inherited by all Prometheans.

"Griffon, why do you fight me?" the Prisoner asked, circling the hybrid standing before him.

"You invaded my home, caused my sister to kill herself, and destroyed everything I knew and loved!" Gilda answered.

"It was nothing personal, we merely wished to find the Catalyst for our Reclamation" the Prisoner said.

"What is the Reclamation?! Why did you do what you have done?" Gilda demanded, eyeing the Promethean as he circled her.

"Our machinations are beyond your comprehension, Griffon" the Prisoner responded, zig-zag teleporting forward and kicking the Griffon off the elevator, sending her careening into the abyss below.

* * *

Gilda groaned and opened her eyes, rolling over and shaking her head. The time was 1:49AM, and she was nowhere closer to finding out the true reasons behind why the Prometheans did what they did.

_"Griffon, if you are still alive I apologize, but nothing will impede the Reclamation. Our plans must come to fruition if the Inheritors have any chance of surviving the coming Storm"_ the voice of the Prisoner of Equestria rang out.

"What are you even talking about you robotic freak?!" Gilda yelled, pissed at the Promethean for his cryptic speech.

_"Our machinations are beyond your comprehension, Griffon."_

Gilda roared in frustration and struggled to see where she was at; it was dark, and she could barely see her own talon in front of her face.

_"If you wish to truly understand our machinations you must first experience the Storm; if you survive, I will be waiting. When the time is right, you will know where I am, and the truth will be revealed to you"_ the Prisoner explained.

"What is the Storm?!" Gilda demanded, looking around in search of light.

_"See for yourself."_

Light poured into the room, allowing Gilda to see she was trapped in some cavernous space. Following the light to its source Gilda saw door sliding open, a Promethean rifle hanging on the wall. By now the entire cavern was lit and Gilda could see everything with perfect clarity.

Taking the rifle off its hooks Gilda watched as they popped up with a loud click and a mechanical clanging sound was heard from the middle of the room. Whipping around to see what was going on she watched as the floor opened up in a circular shape.

A dark tendril slithered out from the hole in the floor, dripping with an olive liquid, and a deep voice rumbled from within, proclaiming _"I have sat since time immemorial, and I will consume the life of all who inhabit the land where it all began. Their voices shall join mine, and they will sing victory...everlasting."  
_

* * *

Spike let out a ragged breath and turned to face the Spartan, who merely stood before him, towering over the baby dragon.

"We need to find someone, _anyone_, and find out what happened. I... I need to know what happened" Spike said.

"I agree. Let's go" Spartan-035 replied, picking Spike up and carrying him on his shoulder; it'd be too slow of a travel if Spike tried to keep up on his own.

"You OK up here?" the Spartan asked.

"Y-yeah... Just not used to being up this high" the baby dragon answered, gulping as he looked down; he was a full seven feet off the ground, and he was only used to riding on...

_No...can't think about her, not now, not..._

Spike bit his lip and let out a sob, resting his arm on the Spartan's head and burying his face into the limb, beginning to cry hard.

Sensing and hearing his distress Spartan-035 crouched and set Spike down, keeping him steady with his hands on his shoulders and saying "hey, what's wrong?"

"It's... What happened?! I don't understand anything! It all just fell apart at the end! Commander Crusher telling me Twilight died, then the Prometheans attack, and then they shoot us down and swarm over us. The last thing I remember was one of them revealing the glowing skull beneath his mask and then knocking me out! Then I wake up and it's all sunshine and happiness! Is this a dream? Am I dead and in the afterlife? What happened?!"

"I don't know, Spike. I honestly don't. But do you really think we're dead?" Spartan-035 inquired.

"I...don't know."

"No, and the only way we're gonna find out is if we find someone else. I understand this is stressful, but we need answers, and we need them now" the Spartan told him.

"I know, but... Can we just rest? Stop for a while? I... I want to sleep" Spike confessed.

The Spartan was tempted to press him on, make him keep going, but looking into his eyes Wilhelm could tell the baby dragon was on the verge of collapsing entirely; he was a mental, physical wreck, and didn't have the kind of dexterity the Spartan had.

"OK, you stay here and get some rest. I'm gonna go look for other ponies" Spartan-035 stated.

"Actually... Can you stay here? With me? I don't want to be all alone..."

The Spartan mulled over it for a second before nodding, realizing Spike was his priority, not hooking up with other ponies or UNSC personnel.

"OK, I'll stay here with you."

"Thank you... and Spartan?" Spike said, turning to face the soldier.

"Call me Wilhelm, please" the Spartan requested gently, deciding to let his hair down, so to speak.

"OK... Wilhelm, can I see your face?"

* * *

Gilda watched in horror as dozens of small monsters came bubbling out of the hole, all immediately swarming for her. Accompanying the small monsters were larger ones that looked vaguely similar to humans. Beyond the monsters more tendrils snaked out of the hole.

The Griffon took aim with the Promethean rifle and opened fire on the monsters rushing at her, howling in deep primal tongues; they were all grossly misshapen and in many cases were completely unrecognizable masses of olive flesh and green ichor.

The Promethean light rifle made quick work of them, but more kept coming; too many for Gilda to handle, and she was forced to fly away.

"What the heck are those things?" the Griffon wondered aloud, flying for a minute straight to escape the monsters.

_Stuff of nightmares, that's what_ her mind quipped.

The Griffon lowered herself to the ground and took a breather, pissed at the Prisoner for his cryptic crap.

"OK Prisoner, I saw your stupid Storm! Now can you tell me why your reasons for attacking all of Equestria?"

_"When the time is right, Griffon, you will know everything"_ the Prisoner of Equestria stated.

Gilda let out a frustrated howl and continued on her way; she wanted out of this place, she wanted life to go back to normal.

She wanted the truth.

The Griffon proceeded down a hall and the door parted as she approached, a flood of monsters pouring out as soon as they were able to.

Gilda took aim with the light rifle and opened fire, popping all the little ones like balloons before emptying the rest of the energy clip into the bigger ones. Despite the energy rifle making quick work of them more and more just kept coming, like an endless flood, and she was forced to retreat.

* * *

The Prisoner of Equestria watched from the Cryptum as they shot down a Reclaimer dropship headed for Canterlot Mountain, along with almost all of the Reclaimer forces. It seemed they were mounting one last assault against the Prometheans and were throwing everything they had at them.

"Scan it for the Catalyst" the Prisoner ordered, watching the rear ramp of the dropship fall and several Reclaimers step out.

"The Catalyst is within, your Excellency. How shall we take him?" the Prisoner's Watcher inquired, gazing over his shoulder at the Reclaimers below.

"They will be dazed and confused, and resistance will be light. Kill all who stand in the way of the Catalyst and the dragon Inheritor, those two must be taken alive" the Prisoner stated.

The Prometheans teleported to the surface with the Prisoner at the front, the large Promethean lumbering forward with his blade arm fully extended and glowing hellishly with his light rifle trained forward on the crashed Reclaimer dropship.

"We, as Forerunners, will now take our revenge upon the Inheritors, and may the Gods have mercy on all who stand in our way" the Prisoner of Equestria exclaimed.

"It is time for revenge; time for freedom from our Equestrian prison; time...for the Reclamation" the Promethean leader declared, eager to begin his final plan.

_I hope we are quick enough to save the Inheritors.  
_

* * *

Gilda the Griffon dove away as a Promethean grenade went off, clearing out a large group of monsters that had been chasing her. A door sealed behind her and she slumped against it, taking a moment to rest and catch her breath.

The time was 2:01AM.

Gilda looked up as light filled her current room, revealing to be a cavern beyond measurable proportions; the ceiling was much too high to see and even the horizon was beyond vision.

"Where am I?" the Griffon wondered aloud, venturing forth as she perused her surroundings; there was almost nothing to see down here besides some kind of spire in the distance.

After several minutes of flight Gilda reached the spire which towered high beyond view into the ceiling; a plinth sat nearby, seemingly there for nothing. The spire itself sat on an island in the middle of a deep pit which the support legs stretched down into.

"Congratulations, Griffon, you survived the Storm. Now you may know the truth" the voice of the Prisoner of Equestria declared, somewhere near Gilda.

"Prisoner? Show yourself!" the Griffon demanded in earnest; she needed to know the truth.

"As you wish" the Prisoner replied, stopping behind Gilda and watching as she turned around, fully gazing upon his form.

* * *

**Author's note: the next chapter will reveal the truth to Gilda... And you.  
**

* * *

**Legal note: Gilda the Griffon and all related characters belong to Hasbro. Commander Crusher, the Prisoner of Equestria, and all related characters belong to me. My Little Pony belongs to Hasbro. Halo belongs to 343i.**


	15. DLC 1: Gilda's Plight Part Three

**Chapter Three**  
**The Truth...**

**Date:** November 5th, 2555  
**Location:** Land of Equestria  
**Individual:** Gilda the Griffon  
**Time:** 2:07AM. 23 minutes before the Reclamation

The Prisoner of Equestria stood before Gilda the Griffon, who was eyeing him cautiously; the Promethean had promised to tell her the truth behind the Reclamation and why his forces had done what they did.

"Our story begins 100,000 years ago, during the apex of the Forerunners' rule over the galaxy. Our influence stretched to every known quadrant of the universe, and all races were welcome to the empire" the Prisoner began.

"And then we met the Inheritors...the ponies. They were a strong species of nobility and power, and all races united under the rule of the Princesses were equal. The Princesses greeted us with open arms, and happily accepted absorption into the Empire. We bestowed wondrous technology upon them, and they were happy to accept it. We also...enhanced their people, with the Princesses' consent, of course; though their history books will tell you that the Princesses condemned such experiments. Our own Terminals were altered by the Inheritors themselves to paint our experiments in a negative light, but I assure you that they appreciated the work we did to enhance their people. We were viewed as Gods by the ponies, and all was well."

"Around this time I evolved from my then current position into what I am now, a Promethean Knight. I was appointed by the Ecumene Council to be the Prisonkeeper of Equis Hakkor, the shield world now known as Equis, and the world that the land of Equestria is found on. You see, the ponies' original homeworld of Gemini 9 was consumed in whole by a parasitic life form we knew as the Flood. You, Griffon, know them as the Storm. The idea behind the names are the same."

"We discovered the Flood on Gemini 9 and evacuated all life on the planet; ponies, dragons, canines, changelings, Griffons. A thousand sentient races and more, and destroyed all traces of the Flood on the planet."

"The ponies betrayed us, however."

"Soon after we had constructed this shield world for them we learned that the Princesses had smuggled out specimens of the Flood, and allowed them to reproduce here on their new planet. By the time we discovered this the Flood were numbered in the billions, and a Gravemind had already formed, spreading Flood spores across the galaxy."

"The Forerunners' war against the Flood had begun on Equis, the new homeworld of Equestria. Equis, this shield world that we built for the ponies, was essentially also the homeworld of the Flood."

"The Ecumene Council was very displeased, and they confronted the Princesses, who claimed that all life in the galaxy was equal and had the right to live. They were wrong, however, and the Council told them that. The Forerunners would decide which species in the galaxy had the right to live, not them!"

"The Princesses then made a decision that changed the universe forever, one that eventually caused the Forerunners to fall at the hands of the Flood; they challenged us."

"The Princesses had decided they did not like the Forerunners' rule over the universe, and decided that their species should take their place and rule the galaxy with peace and happiness. The Princesses' ideals of how the galaxy should be run were weak and pitiful, fraught with beliefs of tolerance of all under their rule, including the Flood."

"With this knowledge and their challenge to the Forerunners we were sent to war against them; since the ponies only lived on one planet, this one, we assumed it would be a short and crushing campaign against them."

"The Princesses, however, were deceptive, and _allowed_ the Flood to spread across the galaxy. The parasite assaulted us every chance they got, and the Ecumene Council split half the Empire's army off to fight the Flood and half to fight the ponies."

"I must give the Princesses credit; despite their peaceful nature they were excellent strategists and conniving bastards; their releasing of the Flood weakened the Empire and through a combination of this and excellent tactical strategies the armies of the ponies were able to defeat every Forerunner asset sent against them."

"I myself fell victim to this; I had developed a personal conflict with Princess Celestia, the primary leader of the ponies; she was the one who made all the crucial choices, including the one to allow the Flood to spread across the galaxy. Her sister was merely a yes-man who agreed with every choice Celestia made. The Didact and Ecumene suspected Celestia formed a pact with the Gravemind, or at the very least used her natural magic to channel the Flood away from her people. Not a single pony had ever been infected by the Flood."

"Eventually the Ecumene Council made one last conversation with the ponies, and said in very clear and bold terms 'the Flood are overwhelming us and we have neither the time nor resources to fight you. You will face the Flood on your own.'"

"And so the Ecumene Council pulled every last warrior, asset, and item they owned off the planet, leaving behind only the structures they had erected. In the time I spent travelling the planet in the past week I have seen not one Forerunner structure, and I assume the Princesses destroyed them all."

"However, the Ecumene forgot one last asset on the planet, a massive army of Prometheans, lead by the Prisonkeeper of Equis Hakkor... Me. I had been rechristened the Prisoner of Equestria by the Princesses, and they sealed me and my army away beneath Canterlot. They had not the heart nor resolve to kill us, which I suspect was a result of Celestia's personal feelings for me. We were not involved romantically, but before our war she and I had become very close friends and allies. She was devastated the moment she saw that I had been tasked with killing her and her sister, and I will never forget the tears in her eyes."

"Eventually the Forerunners lost the war against the Flood and as time went on we sat alone and forgotten beneath Canterlot, every couple of centuries testing our combat prowess against the Gravemind and the Flood. It seemed the Princesses' view of the Flood changed over time and they eradicated all traces of the parasite from their planet, save for the Gravemind and many other forms that had been sealed away beneath Canterlot Mountain."

"However, just a week ago, we were released by an individual I now know as Princess Mi Amore Cadenza; she was a young Alicorn, and I do not contend she had ever been told the legend of the Prometheans. From what I learned Princess Celestia and Luna were killed by meddlers, an alien conglomeration known as the Covenant, leaving Princess Cadenza the only ruler of Equestria. Her ignorance released us from our prison, and we sought revenge against the Inheritors for what they had wrought upon us, the Forerunners."

"Then, two days ago, I learned that the Flood had been left unchecked by anyone but us, and the Princesses allowed them to grow beneath Canterlot Mountain, and they were planning on escaping and consuming all in the known galaxy once again. That is when I set about searching for a Catalyst to begin the Reclamation, an event which would wreak our final revenge upon the Inheritors and save them from the Flood" the Prisoner finished, looking deep within the eyes of Gilda the Griffon, who had but one question.

"Why...? Why did you decide to save them after coming out to kill them?"

"We are Forerunners, guardians of all that exists. If the Ecumene Council wished for the ponies to be extinct then they would not have christened them the Inheritors and left them on the edges of space, far beyond the reaches of the Halo Array. We preserve their species with the Reclamation; the spire you see here will fire deep within Trinity and activate an ancient device which will teleport every last living being on the planet to a Micro Dyson Sphere, a device which contains an infinite world within. The Reclamation will also cleanse this world of the Flood and us, the last of the Prometheans" the Prisoner answered.

"You're killing yourselves? Why?" Gilda asked.

"Personal reasons, Griffon. Ones you have neither the time nor knowledge to comprehend... I advise you to leave soon. Outside this mountain is the Catalyst, the Reclaimer known as Commander Crusher, and he will soon be awoken and placed within the spire to begin the Reclamation."

The Prisoner turned back to face the spire and looked it over, mulling over the events that had transpired 100,000 years ago. The events he had just described to the Griffon in full detail.

_May Celestia forgive me for the war we waged, and may she accept this atonement for my sins_ the Prisoner thought as he ventured back to the surface to retrieve Commander Crusher.

* * *

**Legal note: the Prisoner of Equestria, Commander Robert Crusher, and all related characters belong to me. Gilda the Griffon, Princess Celestia, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i.**


	16. DLC 1: Gilda's Plight Part Four

**Chapter Four**  
**...And Reconciliation**

**Date:** November 6th, 2555(assumed)  
**Location:** interior of a Micro Dyson Sphere  
**Individual:** Spike the Dragon  
**Time:** unknown

Spike awoke with a start, staring at the bright blue sky which was obscured not by Spartan-035, but by clouds.

The baby dragon rolled over and saw the Spartan, Wilhelm, sitting on a nearby hill, looking out over the land they were in. Spike slowly got to his feet and approached the Spartan, sitting down next to him.

"Hey, Wilhelm, ready to go find out where we are?" the baby dragon inquired, watching the Spartan slowly turn to face him.

"I already know, Spike. I met another survivor while you were asleep, a Griffon named Gilda. She explained everything to me in full detail; the Prometheans, their reasons for their war against us, the reasons behind the Reclamation, and where we're at" the Spartan replied, taking his helmet off.

"Then...where are we?"

"The interior of a Micro Dyson Sphere; it is a small bubble, about the size of a house, that contains an infinite planet inside it. The Reclamation teleported all living things in Equestria here and killed the Prometheans and Flood, a species I'll tell you about later. Point is, we're very far away from Equestria and technically, by the very definition of a Dyson Sphere, don't even live in the same galaxy or dimension" Spartan-035 explained.

"But...we're alive, right?" Spike asked, scared of the answer he might receive.

"Yes, Spike, we are alive. And it seems this place has all we need right now; water, warmth, and shelter. The Griffon, Gilda, told me there's a group of ponies nearby that are trying to set up places for everyone to live. They might need my help, though. Let's head over there, yeah?" Wilhelm responded.

"One second; I'd like to be alone on this hill for a moment... Personal reasons" Spike said, standing up.

"By all means, take all the time you need" Spartan-035 stated, getting up and walking a fair distance away.

"Twilight...I don't know if you can hear me, but...I just wanted to tell you a few things. I love you, and I'm sorry for all those times we fought. You were my mother, my big sister, and my greatest friend all in one. You were what kept me going during the darkest days of Thar 'Saramee's extermination campaign, the darkest days of the Covenant's return to Equestria, the darkest days of the Promethean war, and I know you fought valiantly against the Prometheans before they killed you. I know you fought hard and long, determined to live so you could protect me. Sadly, that was not the case, but I don't blame you, nor am I angry at you for dying. You did the best you could, and in the end I had Robert to protect me. And so, I just want to tell you one more thing. One last thing that will allow you to rest in peace, knowing that you did your best to protect me. And one last thing that will allow me to move on with my life" Spike said quietly.

"I forgive you."

"I forgive you for dying, for breaking your promise to keep me safe. I forgive you... You will always be my mother, big sister, and friend. You will always be a hero of Equestria, even if her inhabitants live in a new dimension, and you will always be in my heart and mind. You are what kept Equestria alive through the past twenty years, not the humans. You guarded us not in a literal sense, but a metaphorical one. We live on not as a state, a country, or kingdom...but as an ideal. Were it not for this ideal Equestria would've died long ago, during the Covenant Conflict of 2531. And if it were not for this ideal being passed on by you to me we would've died along with the Reclamation. Thank you, Twilight. I love you."

"And I forgive you."

Spike looked up at the sky, feeling the warmth of the sun beating down on his face as he closed his eyes, basking in the peace one last time. Peace he had not felt since before Thar 'Saramee and the UNSC first arrived at Equestria. Despite the 20 years in between the first two conflicts peace had never truly befallen Equestria after Thar 'Saramee's campaign, and Spike had always lived in torment and fear. Now that his mission was complete and Equestria was finally safe, reborn in the Dyson Sphere, he could finally rest. He could finally have peace.

The baby dragon turned around and finally ventured down the hill to begin walking toward the location of the pony settlement nearby, the Spartan leading the way since he knew where to go.

"So, Gilda's here and she told you about this group of ponies nearby?" Spike asked, looking to make small-talk to pass the time.

"Yeah... You know her?" Wilhelm replied.

"Sort of... She was friends with one of my old pony friends. Last I saw of Gilda was about a year before Thar 'Saramee first arrived in Equestria all those years ago."

The two carried on in silence, eventually the pony settlement coming into view after close to 30 minutes.

"Spike... There's something I have to tell you pertaining to Twilight's death" the Spartan suddenly said, knowing the truth would have to come out sooner or later.

"Save it for later, Wilhelm. For now...I just want to enjoy the peace" Spike said, wanting to enjoy peace he hadn't felt in years.

_Peace at last._

It wasn't going to be a perfect day, but it was a start, and that was enough to make Spike smile.

* * *

The end of Gilda's Plight.

* * *

**A/N: it's finally over; The Last Of What's Up There is finished, and with its closing I leave behind the memories the entire trilogy created. I hope you all enjoyed reading the trilogy as much as I enjoyed writing it; I love and appreciate you all, and the memories I created here are ones I hope to carry to my dying day. Thank you for reading, and I hope you enjoy Halo 4 when it comes out. And as always: I'll see you starside.  
**

* * *

Legal note: Spartan Wilhelm-035, Thar 'Saramee, and all related characters belong to me. Spike the Dragon, Twilight Sparkle, and all related characters belong to Hasbro. My Little Pony belongs to Hasbro. Halo belongs to 343i.

**Special thanks to:**

**Michael Blackburn**, my beta-reader for this trilogy.  
**The Halo Wiki**, which provided great info to keep me brushed up on the Prometheans and Forerunners.  
**PadwanTGL, SciFiMisc, GhostShadow6661**, and all the other loyal readers that have stuck with these stories from the beginning. You're all special to me, but these three are my true fanboys.  
**And finally, the countless amounts of media that pushed me on through the darkest nights and brightest days to write this trilogy**. Halo's expanded universe and Metal Gear Solid's music are two of the biggest things that contributed to my inspiration.


End file.
